<PAGE>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                 ---------------
                                   FORM 10-KSB/A

            |X| ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                      FOR THE YEAR ENDED DECEMBER 31, 2007

                                       OR

          |_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
                         SECURITIES EXCHANGE ACT OF 1934
               FOR THE TRANSITION PERIOD FROM _____ TO __________

                            COMMISSION FILE NO. 09081

                                   CYBRDI INC.
             ------------------------------------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

                              CALIFORNIA 95-2461404
               ------------------------------- -------------------
                (STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
               INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)

            No 29 Chang'An South Road Xi'an Shaanxi P.R. China 710061
               --------------------------------------- ----------
               (ADDRESS OF PRINCIPAL EXECUTIVE OFFICE) (ZIP CODE)

    REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (011) 86-29-8237-3068


      ---------------------------------------------------------------------
               Former name, former address and former fiscal year,
                         (if changed since last report)

Indicate by a check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ]

Indicate by check mark if the registrant is a well-known seasoned issuer, as
defined in Rule 405 of the Securities Act Yes [ ] No [X]

Indicate by check mark if the Registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Act Yes [ ] No [X]

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities and Exchange Act 0f 1934
during the preceding 12 months (of for such shorter period that the registrant
was required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days. Yes [X] No[ ]


<PAGE>

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendments to
this Form 10-k.

Indicate by a check mark whether the registrant is a large accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

Indicate by a check mark whether the registrant is a shell Company (as defined
by Rule 12b-2 of the Act). Yes [ ] No [X]

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer's classes of
Common Stock as of the latest practicable date: 50,456,569 shares of Common
Stock, without par value, as of March 25, 2008.

State issuer's revenues for its most recent fiscal year ended December 31, 2007:
$670,616

The aggregate market value of the voting and non-voting common equity held by
non-affiliates computed by reference to, as of March 25, 2008 was approximately
$3,304,014 based on a closing bid price of $0.08 and a total of 41,300,172
shares held by non-affiliates.

APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY

                  (PROCEEDINGS DURING THE PRECEDING FIVE YEARS)

Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.

                       Yes [ ]     No [ ]     Not Applicable [X]

DOCUMENTS INCORPORATED BY REFERENCE:

None

This amendment is being filed to amend Section 9b (Controls and Procedures)
hereof to provide the registrant's assessment of the effectiveness of its
disclosure controls and procedures.

<PAGE>

                                TABLE OF CONTENTS

                                                                            PAGE
                                                                           ----
PART I

ITEM 1      Description of Business                                            1
ITEM 2      Description of Property                                           10
ITEM 3      Legal Proceedings                                                 11
ITEM 4      Submission of matters to a vote of security holders               11

PART II

ITEM 5      Market For Common Equity and Related Stockholder Matters          11
ITEM 6      Selected Financial Data                                           12
ITEM 7      Management Discussion and Analysis                                13
ITEM 8      Financial Statements                                              18
ITEM 9A     Changes In And Disagreements With Accountants Accounting And
              Financial Disclosures                                           18
ITEM 9B     Controls and Procedures                                           18
ITEM 9C     Other Information                                                 18

PART III

ITEM 10     Directors, Executive Officers, Promoters And Control Persons,
              Compliance With Section 16(A) Of The Exchange Act.              19
ITEM 11     Executive Compensation                                            20
ITEM 12     Certain Relationships and Related Transaction                     22
ITEM 13     Exhibits                                                          22
ITEM 14     Principal Accounting Fees and Services                            22


                                        i
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This annual report contains certain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. These include statements
about our expectations, beliefs, intentions or strategies for the future, which
we indicate by words or phrases such as "anticipate," "expect," "intend,"
"plan," "will," "we believe," "our company believes," "management believes" and
similar language. These forward-looking statements are based on our current
expectations and are subject to certain risks, uncertainties and assumptions,
including those set forth in the discussion under Item 1. "Description of
Business" and Item 6. "Management's Discussion and Analysis", including under
the heading "- Risk Factors" under Item 6. Our actual results may differ
materially from results anticipated in these forward-looking statements. We base
our forward-looking statements on information currently available to us, and we
assume no obligation to update them. In addition, our historical financial
performance is not necessarily indicative of the results that may be expected in
the future and we believe such comparisons cannot be relied upon as indicators
of future performance.

Certain financial information included in this annual report has been derived
from data originally prepared in Renminbi (RMB), the currency of the People's
Republic of China ("China" or "PRC"). For purposes of this annual report,
conversion at year-end exchange rates of US$1.00 to RMB7.2946 for assets and
liabilities, and weighted average rate US$1.00 to RMB7.6042 for revenue and
expenses in year 2007. There is no assurance that RMB amounts could be converted
into US dollars at that rate.

Please see Note 3 "Summary of Significant Accounting Policy Item (l) for Foreign
Currency Translation" of the accompanying financial statements.


                                       ii
<PAGE>

PART I

ITEM 1.  DESCRIPTION OF BUSINESS

HISTORY

Cybrdi, Inc. (f/k/a Certron Corporation) was incorporated on August 1, 1966,
under the laws of the State of California. Until approximately June 2004, our
business consisted primarily of the distribution of magnetic media products,
primarily blank audio and video cassettes. Due to continuing intense price
competition and technological changes in the marketplace for our products, we
lost our remaining significant customers and disposed of, or wrote off our
remaining inventory. As a result of these occurrences, we concluded that our
audio and videotape businesses were no longer viable and some of our product
lines were obsolete and we placed our emphasis on attempting to find a buyer.

In November 2004, we formed a wholly-owned subsidiary, Certron Acquisition
Corp., a Maryland corporation ("Acquisition Sub") to acquire all of the
ownership interests in Cybrdi, Inc., a privately held company incorporated in
the State of Maryland ("Cybrdi Maryland"). We acquired Cybrdi Maryland in
exchange for 47,328,263 shares of our common stock in a merger transaction. As a
result of the merger, the former shareholders of Cybrdi Maryland acquired 93.8%
of the outstanding shares of our common stock. As a result of the ownership
interests of the former shareholders of Cybrdi Maryland, for financial statement
reporting purposes, the transaction was treated as a reverse acquisition, with
Cybrdi Maryland deemed the accounting acquirer and Certron Corporation deemed
the accounting acquiree. Historical information of the surviving company is that
of Cybrdi Maryland.

Cybrdi Maryland was established in 2001 to acquire an interest in biogenetic
products commercialization and related services entities in Asia. On March 5,
2003, Cybrdi Maryland acquired an 80% interest in Shaanxi Chao Ying
Biotechnology Co., Ltd. ("Chaoying Biotech"), a sino-foreign equity joint
venture established in July 2000 in the People's Republic of China ("PRC"),
through the exchange of 99% of our shares to the existing shareholders of
Chaoying Biotech. For financial statement reporting purposes, the merger was
treated as a reverse acquisition, with Chaoying Biotech deemed the accounting
acquirer and Cybrdi Maryland deemed the accounting acquiree.

Chaoying Biotech is a sino-foreign equity joint venture between Shaanxi Chao
Ying Personal Care Group Ltd. (the "Chinese Partner", a PRC corporation) and
Immuno-OncoGenomics Inc. (the "Foreign Partner", a U.S. corporation). The joint
venture agreement has a 15 year operating period starting from its formation in
July 2000 and it may be extended upon mutual consent. The principal activities
of Chaoying Biotech are research, manufacture and sale of various high-quality
tissue arrays and the related services in the PRC.

Most of our activities are conducted through Chaoying Biotech. Chaoying Biotech,
with its principal operations located in China, aims to take advantage of
China's abundant scientific talent, low wage rates, less stringent biogenetic
regulation, and the huge genetic population as it introduces its growing list of
tissue micro array products.

On February 10, 2005, we completed the merger with Cybrdi Maryland and changed
its name to Cybrdi, Inc.

On July 26, 2007, Chaoying Biotech entered into an acquisition agreement with
the Chinese Partner. On July 28, 2007, Chaoying Biotech invested RMB15 millions
to acquire an 83.33% equity ownership of Shandong Chaoying Culture and
Entertainment Co., Ltd ("SD Chaoying") from the Chinese Partner. SD Chaoying is
a corporation organized in the Shandong province of P.R.China. On September 5,
2007, Shandong Commercial government approved this acquisition and ownership of
SD Chaoying was transferred to Chaoying Biotech from the Chinese Partner. The
business of SD Chaoying will primarily focus on culture and entertainment,
including make-up, personal care, human body building and slimming, gambling,
saunas for massage and bath, karaoke, catering, and lodging, etc. SD Chaoying
will have a specific emphasis on casino gambling, which has been approved by
Shandong Administration for Civil Affairs. As of December 31, 2007, SD Chaoying
was still in the development stage with no actual business plan implemented. The
development and construction of a casino and entertainment building is
anticipated to be completed in 2008.


                                        1
<PAGE>

BUSINESS OVERVIEW - HEALTH CARE

We focus on biogenetics commercialization and healthcare product applications.
Our primary business includes the sale of tissue micro-array products and
services. Tissue chips, also called micro-tissue arrays, represent a newly
developed technology which is intended to provide high-throughput molecular
profiling and parallel analysis of biological and molecular characteristics for
hundreds of pathologically controlled tissue specimens. Tissue arrays can, at
times, provide rapid and cost-effective localization and evaluation of proteins,
RNA, or DNA molecules, which is particularly useful for functioning genomic
studies. Cybrdi manufactures both human and animal tissue micro-array for a wide
variety of scientific uses, including drug discovery and development.

Our principal operations are located in Shaanxi, China. Cybrdi Maryland's
business focuses primarily on business development of tissue microarrays in
North America and Europe. In March 2007, we closed Cybrdi Maryland and signed a
Sales Agency Agreement with BioMax, ltd. ("BioMax"), a re-seller located in the
United States. See "Market Opportunities and Competition."

While we continue to market and develop our products, management has determined
that to the extent funds are not immediately required for its future growth or
operations, such funds are loaned to non-affiliated third parties. These loans
are short-term, and while they are unsecured obligations, they enable the
Company to generate interest revenue at a rate that is higher than those
provided by Chinese banks. See our Financial Statements and Item 6 for a more
detailed description.

OUR PRODUCTS

TISSUE MICROARRAYS ("TMA")

As discussed above, we manufacture both human and animal tissue micro-arrays for
a wide variety of scientific uses, including drug discovery and development
purposes. TMA technology can survey hundreds or even thousands of clinical
specimens in a single experiment utilizing common probes, including DNA, RNA,
peptide, protein and antibody probes. This is an efficient, in vivo approach for
the validation of gene discoveries and identification of potential molecules for
diagnosis and therapy.

Chaoying Biotech owns an 18,000 square foot facility in Shaanxi, China which
includes a manufacturing facility and a pathology and molecule laboratory. At
this facility, we have established the standard tissue chip production,
processing procedure and a quality control system. We have also established an
electronic management system to effectively manage biologic information
databank.

We currently offer a wide variety of tissue array products and services on the
commercial market, including approximately (at present) 234 different disease
and 98 different organ types of both human and animal varieties. These tissues
are prepared in a variety of array panels of differing formats and tissue
densities to service the full range of scientific research interests. New
products are being added on a monthly basis per customer demands.

TMA chips can be broadly applied in both basic and clinical research conducted
by the academic, medical, pharmaceutical and biogenetic research communities.
Our customers include pharmaceutical companies, biotechnology companies and
research institutes, such as Merck, Genentech, Chiron, Astrozenic, Wyeth, NIH
and Cancer Centers.

                                        2
<PAGE>

TECHNICAL SERVICES

Complementing the production and marketing of tissue chips, we have launched an
in-house technical services platform to perform customized research according to
customer specifications. By outsourcing experimentation to us, international
research labs, (particularly those in high labor and material cost markets) can
incur substantial cost savings. Frequently requested services include the
standard immunohisto chemistry (IHC) and in-situ-hybridization (ISH) services
needed to locate proteins or genes of interest using customer-supplied probes.
These probes are applied to select normal, diseased and marginal tissue from our
tissue array bank. The results are presented as publishable, detailed pathology
reports including high resolution digital photographs. Through virtual
cybernetic bio-services (vCBS), these results can be sent via the Internet to
the customer the day after the probe is received by our labs. Our technical
services currently serve our Chinese customers.

During 2007, we created a new technology which uses exfoliated cells to test the
susceptibility of genes in an attempt to assist in determining, among other
things, whether a person will be diagnosed with diseases caused by obesity, or
diagnosed with different types of cancer. The Company currently offers these
services to our customers at hospitals or at our cosmetic shops. Thereafter, the
customer will receive a report of the test results. The cost for this report is
RMB200 per person.

MARKET OPPORTUNITIES AND COMPETITION

CHINA BIOTECH TRENDS

Biotechnology research has been supported by the Chinese government, having been
designated a "key industry" in China's scientific development plan since 1986.
However, most biotech investments have been made in the areas of basic research
in government funded laboratories or government linked companies which are
focused on major scientific discoveries in gene functions. Cybrdi received
government grants of $64,307(equivalent to RMB489,000) and $12,168(equivalent to
RMB97,000)) in year 2007 and 2006..

MARKETING STRATEGIES

Domestic Market in China: By leveraging existing hospital relationships and
Shaanxi Chaoying's marketing channels, we have marketed TMA products, medical
care products and other services within the Chinese market. There are two
primary regions in China where we focus our marketing: the northern provinces
which include the cities of Beijing, Tian Jing and Hebei Province, and the
eastern provinces which include the cities of Shanghai, Zhejiang Province and
Shangdong Province. We currently market and intend to continue to market our
products and services through our own direct sales efforts and by utilizing
independent distributors.

International Marking Strategy: By leveraging our know-how and current
infrastructure of our operations in China, we are attempting to expand our
international distribution. network. We currently have distributors in the
United States, Canada, Germany, Italy, Belgium, Japan and Taiwan. While we see
further opportunities in North America, Europe and other Chinese markets, our
current focus will be on existing distribution channels.

                                        3
<PAGE>

On March 10, 2007, the Company entered into a Sale Agency Agreement with BioMax,
Ltd. ("BioMax"), a re-seller located in the United States. In addition, in an
effort to reduce general and administrative costs to Cybrdi Maryland, in October
2007 the Company closed its Maryland office. We hope that many of the sales
aspects covered by this office will be achieved through our agreement with
BioMax.

COMPETITION

Our TMA products are facing increased competition. While in the past the high
costs and strict patient information protocol associated with tissue collection
in most developed economies made it difficult for companies with competing
products of similar quality to compete, cost differences are now narrowing.
Furthermore, established genomics firms such as Ambion and Clinomics customarily
outsourced most TMA production, yet now are beginning to offer the wide product
series variety demanded by the global research community. This results in
increased price and service competition for us under either in-house and/or
through OEM programs.

At the other end of the price spectrum, low-priced tissue chips are providing
better quality and adequate density. The production of qualified TMAs requires
expertise in several scientific areas including pathology, immunology, molecular
and biology. Producers of TMA must also meet in hygienic standards, quality
controls, and special materials processing and shipping procedures not only in
the country of manufacture but for usage in the country of ultimate destination.
In addition, because of the high cost of reliable commercial TMAs, and,
conversely, the low quality of low cost TMAs, many research institutions had
previously established their own production teams for in-house research needs
prior to the introduction of our TMAs.

INTELLECTUAL PROPERTY

We regard our service marks, trademarks, trade secrets, patents and similar
intellectual property as critical to our success. We rely on patent, trademark
and trade secret law, as well as confidentiality and license agreements with
certain of our employees, customers and others to protect our proprietary
rights. Currently we own four invention patents:

<TABLE>
<CAPTION>
----------------------------------------------- --------------------------- ------------------------------
                NAME OF PATENT                        NUMBER OF PATENT              AWARDED TIME
----------------------------------------------- --------------------------- ------------------------------
<S>                                             <C>                         <C>

Tissue Microarrays (TMAs)                              ZL01128783.7                 June 1st 2005
----------------------------------------------- --------------------------- ------------------------------
A way to test content of special antibody in
body fluid in a certain part                           ZL01131756.6              December 15th 2004
----------------------------------------------- --------------------------- ------------------------------
Diabetes   autoimmune   antibody   test   kit
multiplex Chip, equipment and method                   ZL02145561.9              November 17th 2004
----------------------------------------------- --------------------------- ------------------------------
Diabetes immunization antibody testing
protein chips and its own preparation,
detection methods                                      ZL02145535.X               October 27th 2004
----------------------------------------------- --------------------------- ------------------------------
</TABLE>

                                        4
<PAGE>

RESEARCH AND DEVELOPMENT

Our strategy is to incrementally advance from our current technological base
into complementary, rapidly commercialized products and services. New product
development can represent an expansion of existing TMA technical knowledge or a
new commercial application of current knowledge.

We currently perform all of our own research and development activities. We have
our own research, development and laboratory facilities located at our Shanxi
facility and retain our own professional research and development team. We may
also enter into agreements for research and development activities with third
parties in the future.

We plan to continue to attempt to enhance research and development in TMAs and
technical services by expanding our virtual tissue array data bank (vTMAB) to
meet expected growing demand from various research institutions and medical
universities and colleges. Offering our products and services on a price
competitive basis will be a key to meeting this growing market demand.

Our strategic focuses in the near future also include the biotechnology
cosmetics and healthcare products, and health diagnosis for obesity and skin
disease.


BUSINESS - ENTERTAINMENT, CULTURE AND CASINO


The future business of SD Chaoying will primarily be focused on culture and
entertainment, including spa activities, cosmetic and personal care, body
building, gambling, catering, and lodging. SD Chaoying will have a specific
emphasis on casino gambling, which has been approved by Shandong Administration
for Civil Affairs. SD Chaoying is now still in the development stage and there
is no actual business. The development and construction of the facility is
anticipated to be completed in December 2008.

The Company believes that there is no other facility in the Sahndong Province
meeting the standards of the Shandong Culture & Entertainment Square, especially
the casino gambling aspect, is unique in Shandong Province. The standards of
living in China have improved rapidly in recent years, and people are spending
more money on entertainment. The SD Chaoying's project is believed to have large
potential market. The SD Chaoying's project, Shandong Culture & Entertainment
Square, will seek various sources of revenues, including memberships.

EMPLOYEES

As of December 31, 2007, we had 51 full-time employees in China.

AVAILABLE INFORMATION

Information regarding the Company's annual reports on Form 10-K or Form 10-KSB,
quarterly reports on Form 10-QSB or Form 10-Q, current reports on Form 8-K, and
any amendments to these reports, are available to the public from the SEC's
website at http://www.sec.gov as soon as reasonably practicable after the
Company electronically files such reports with the Securities and Exchange
Commission. Any document that the Company files with the SEC may also be read
and copied at the SEC's public reference room. Please call the SEC at
1-800-SEC-0330 for further information on the public reference room. We will
also supply this information to any shareholder requesting copies of any of the
foregoing free of charge. Shareholders should contact our office at
(301)644-3901 if they desire copies of any of our filings with the Securities
and Exchange Commission.
                                        5
<PAGE>

RISK FACTORS

You should consider each of the following risk factors and any other information
set forth in this Form 10-KSB/A and our other reports that we have filed with
the Securities and Exchange Commission ("SEC"), including the Company's
financial statements and related notes, in evaluating the Company's business and
prospects. The risks and uncertainties described below are not the only ones
that impact on the Company's operations and business. Additional risks and
uncertainties not presently known to the Company, or that the Company currently
considers immaterial, may also impair its business or operations. If any of the
following risks actually occur, our business and financial condition, results or
prospects could be harmed.

RISKS ASSOCIATED WITH THE COMPANY'S BUSINESS AND OPERATIONS IN THE MEDICAL
TECHNOLOGY FIELD

The Company has a limited history with respect to the manufacture, sale and
distribution of TMAs. Medical technology is constantly evolving and there can be
no assurance that our TMAa will keep pace with medical breakthroughs. The
Company's ability to achieve and maintain profitability and positive cash flow
over time will be dependent upon, among other things, its ability to (i)
continue to develop new TMA products and market these products both in China and
other developing companies and (ii) its ability to evaluate the merits of
pursuing the beauty supply business and its success in developing franchise
opportunities despite no prior experience.

OUR BUSINESS IS HEAVILY DEPENDENT ON THE ECONOMIC GROWTH OF CHINA

At the current time, our business is heavily dependent on the economy and
developing middle and upper class in China. Should the country suffer an
economic downturn or should the government imposed restrictions on the growth of
private companies and the ability of a large consumer class to earn money in the
private sector our business will suffer. To the extent that any of the foregoing
should occur, our revenues will decline significantly.

WE HAVE LOANED OVER $1 MILLION TO NON-AFFILIATED THIRD PARTIESS

In order to maximize returns on available cash, the Company has outstanding
unsecured loans totaling approximately $1 million, representing 12.06% of the
Company's assets. The loans were placed to secure additional interest income.
However, in the event of a default, the Company risks substantial loss of their
ability to continue to finance ongoing operations. Litigation could be costly to
enforce the loan obligations and may deprive us of the use of the cash for a
significant period of time.

RELIANCE ON SINGLE CUSTOMER

We generated 53.07% of our revenue from sales to a single customer. Should this
customer face financial difficulty, refuse to pay our invoices as they become
due or direct their business to a competitor, our business operations will
suffer a material adverse effect.
                                        6
<PAGE>

WE MAY NOT BE ABLE TO SUPPORT OUR OPERATIONS THROUGH INTERNAL GROWTH

In order to fully implement our business plan, we may require additional
financing. Financing may be in the form of traditional bank financing or through
the sale of our common stock. There can be no assurance that we will be able to
secure adequate bank financing or if available, will be on terms acceptable to
the Company. If we attempt to sell shares of our common stock, existing
shareholders will face dilution and likely a reduction in the price of our
common stock. There are currently no financing arrangements in place.

OUR BUSINESS MAY BE AFFECTED BY UNEXPECTED CHANGES IN REGULATORY REQUIREMENTS IN
THE JURISDICTIONS IN WHICH WE OPERATE.

Development and distribution of our TMA's is subject to regulation both where we
manufacture and where we sell the products. We believe that we are currently in
compliance with applicable governmental rules and procedures. However, there can
be no assurance that changes in the regulatory environment will not make it
difficult for us to comply or result in a substantial increase in our operating
costs and a resulting decline in our margins.

THERE IS UNCERTAINTY AS TO OUR ABILITY TO CONTROL COSTS AND EXPENSES.

If our business grows, costs will increase. Management cannot accurately project
or give any assurance, with respect to its ability to control development and
operating costs and/or expenses in the future. Consequently, even if the Company
is successful in expanding its operations (of which there can be no assurance),
our management still may not be able to control costs and expenses adequately,
and therefore such expansion may result in operating losses.

COMPETITION

Our market is highly competitive and some of our competitors may have greater
resources than us. These competitors may be able to respond more quickly to new
or emerging technologies and changes in customer requirements and devote greater
resources to develop, promote and sell their services. If this should occur,
revenues may decline and we will likely lose market share.

IF WE DO NOT MANAGE OUR GROWTH, WE MAY NOT BE ABLE TO OPERATE OUR BUSINESS
EFFECTIVELY.

We expect significant expansion will be required to address potential growth in
our customer base, the breadth of our service offerings, and other
opportunities. This expansion could strain our management, operations, systems
and financial resources. To manage any future growth of our operations and
personnel, we must improve and effectively utilize operational, management,
marketing and financial systems and successfully recruit, hire, train and manage
personnel and maintain close coordination among our technical, finance,
marketing, sales and recruitment staffs. We also will need to manage an
increasing number of complex relationships with customers, strategic partners,
advertisers and other third parties. Our failure to manage growth could disrupt
our operations and ultimately prevent us from generating the revenue we expect.

                                        7
<PAGE>

UNANTICPATED OBSTACLES TO EXECUTION OF OUR BUSINESS PLAN.

The Company's business plans may change significantly. Many of our potential
business endeavors are capital intensive and may be subject to statutory or
regulatory requirements. Management believes that our activities and strategies
are achievable in light of current economic and legal conditions with the
skills, background, and knowledge of the Company's principals and advisors.
Management reserves the right to make significant modifications to the Company's
stated strategies depending on future events.

CERTAIN POLITICAL AND ECONOMIC CONSIDERATIONS RELATING TO THE PRC COULD
ADVERSELY AFFECT OUR COMPANY.

The government of the People's Republic of China has welcomed foreign investment
and the expansion of business opportunities in the private sector. There can be
no assurance that this policy will continue or alternatively, that this policy
will not be modified to make it more restrictive to transfer funds from China to
the United States or any other country. Moreover, political instability could
adversely impact our ability to fully implement our business plan as political
instability would likely lead to a downturn in the Chinese economy.

CURRENCY EXCHANGE

Changes in the exchange rate of the Chinese yuan renminbi (CYN) may adversely
impact our profitability. If the CYN declines with respect to the U. S. dollar,
our profitability will be adversely affected.

RESEARCH AND DEVELOPMENT CAN BE COSTLY

Medical advances are taking place at a rapid pace. In order to stay competitive,
and bring state of the art TMAs to the market at competitive prices will require
us to continue to devote significant resources to research and development.
There can be no assurance that we will have sufficient cash flow to make this
commitment on a going forward basis.

RELIANCE ON CURRENT MANAGEMENT

We are reliant on our current management team to help us fully implement our
business plan. The loss of any of their services could have a material adverse
impact on the implementation of our business plan and our future growth. We do
not carry any type of key man insurance.

Our business may experience periods of rapid growth that will place significant
demands on its managerial, operational and financial resources. In order to
manage this possible growth, the Company must continue to improve and expand its
management, operational and financial systems and controls. The Company will
need to expand, train and manage its employee base. No assurances can be given
that the Company will be able to timely and effectively meet such demands.

WE MAY HAVE DIFFICULTY ATTRACTING TALENT IN FOREIGN COUNTRIES.

Our research and development program requires us to recruit highly skilled
personnel. There can be no assurance that we will be able to attract these
personnel for work either in the United States or China. If we cannot attract
skilled personnel, our operations will likely suffer and any competitive edge
that we have in the marketplace will quickly erode.

                                        8
<PAGE>

RISKS RELATED TO THE COMPANY'S CASINO & ENTERTAINMENT BUSINESS

THE ENTERTAINMENT AND LEISURE BUSINESS IS PARTICULARLY SENSITIVE TO REDUCTIONS
IN DISCRETIONARY CONSUMER SPENDING AS A RESULT OF DOWNTURNS IN THE ECONOMY.

     Consumer demand for hotel/casino resorts and for the type of luxury
amenities we offer may be particularly sensitive to downturns in the economy.
Changes in consumer preferences or discretionary consumer spending brought about
by factors such as fears of war, future acts of terrorism, general economic
conditions, disposable consumer income, fears of recession and changes in
consumer confidence in the economy could reduce customer demand for the luxury
products and leisure services we offer, thus imposing practical limits on
pricing and harming our operations.

THERE ARE SIGNIFICANT RISKS ASSOCIATED WITH OUR PLANNED CONSTRUCTION PROJECTS,
WHICH COULD ADVERSELY AFFECT OUR FINANCIAL CONDITION, RESULTS OF OPERATIONS OR
CASH FLOWS FROM THESE PLANNED FACILITIES.

       Our ongoing and future construction projects entail significant risks.
Construction activity requires us to obtain qualified contractors and
subcontractors, the availability of which may be uncertain. Construction
projects are subject to cost overruns and delays caused by events outside of our
control or, in certain cases, our contractors' control, such as shortages of
materials or skilled labor, unforeseen engineering, environmental and/or
geological problems, work stoppages, weather interference, unanticipated cost
increases and unavailability of construction materials or equipment.
Construction, equipment or staffing problems or difficulties in obtaining any of
the requisite materials, licenses, permits, allocations and authorizations from
governmental or regulatory authorities could increase the total cost, delay,
jeopardize, prevent the construction or opening of our projects, or otherwise
affect the design and features. In addition, the number of ongoing projects and
their locations throughout the world present unique challenges and risks to our
management structure. If our management is unable to successfully manage our
worldwide construction projects, it could have an adverse effect on our
financial condition, results of operations or cash flows.

THE LOSS OF OUR GAMING LICENSE OR OUR FAILURE TO COMPLY WITH THE EXTENSIVE
REGULATIONS THAT GOVERN OUR OPERATIONS COULD HAVE AN ADVERSE EFFECT ON OUR
FINANCIAL CONDITION, RESULTS OF OPERATIONS OR CASH FLOWS.

     Our gaming operations and the ownership of our securities are subject to
extensive regulation by the Shandong Administration for Civil Affairs. They have
broad authority with respect to licensing and registration of our business
entities and individuals investing in or otherwise involved with us. These
authorities may, among other things, revoke the gaming license of any corporate
entity or the registration of a registered corporation or any entity registered
as a holding company of a corporate licensee for violations of gaming
regulations. This would have a material adverse affect on our business.
Furthermore, any change in the laws, regulations or licenses applicable to our
business or gaming licenses could require us to make substantial expenditures or
could otherwise have a material adverse effect on our financial condition,
results of operations or cash flows.

SEASONALITY AND DIVERSIFICATION

       The hotel industry is seasonal in nature; however, the periods during
which our properties experience higher revenue activities vary from property to
property and depend principally upon location. Generally, our revenues and
operating income have been lower in the first quarter than in the second, third
or fourth quarters.

LACK OF EXPERIENCE, NO OPERATING HISTORY

Our resort, entertainment and casino business is in the development stage and we
have no management experience ifn operating such a business. As a result, the
entertainment and casino business is subject to the usual risks associated with
a new venture. The extent of future losses and the time required to achieve
profitability is highly uncertain.

RISKS RELATED TO OUR COMMON STOCK

The COMPANY DOES NOT EXPECT TO PAY CASH DIVIDENDS IN THE FORESEEABLE FUTURE.

We have never paid cash dividends on its common stock and have no plans to do so
in the foreseeable future. The Company intends to retain earnings, if any, to
develop and expand its business.

                                        9
<PAGE>

"PENNY STOCK" RULES MAY MAKE BUYING OR SELLING THE COMMON STOCK DIFFICULT A
SEVERELY LIMIT THEIR MARKET AND LIQUIDITY.

Trading in the Company's common stock is subject to certain regulations adopted
by the SEC commonly known as the "Penny Stock Rules". Our common stock qualifies
as penny stock and is covered by Section 15(g) of the Securities and Exchange
Act of 1934, as amended (the "1934 Act"), which imposes additional sales
practice requirements on broker/dealers who sell our common stock in the market.
The "Penny Stock" rules govern how broker/dealers can deal with their clients
and "penny stock". For sales of our common stock, the broker/dealer must make a
special suitability determination and receive from clients a written agreement
prior to making a sale. The additional burdens imposed upon broker/dealers by
the "penny stock" rules may discourage broker/dealers from effecting
transactions in the our common stock, which could severely limit its market
price and liquidity. This could prevent investors from reselling our common
stock and may cause the price of the common stock to decline.

Although publicly traded, our common stock has substantially less liquidity than
the average trading market for a stock quoted on other national exchanges, and
our price may fluctuate dramatically in the future.

Our Common Stock is currently quoted on the Pink Sheets. Our Common Stock was
previously listed for trading on the Over-the-Counter Electronic Bulletin Board.
The trading market in the common stock has substantially less liquidity than the
average trading market for companies quoted on other national stock exchanges. A
public trading market having the desired characteristics of depth, liquidity and
orderliness depends on the presence in the marketplace of willing buyers and
sellers of our common stock at any given time. This presence depends on the
individual decisions of investors and general economic and market conditions
over which we have no control. Due to limited trading volume, the market price
of the Company's common stock may fluctuate significantly in the future, and
these fluctuations may be unrelated to the Company's performance. General market
price declines or overall market volatility in the future could adversely affect
the price of the Company's common stock, and the current market price may not be
indicative of future market prices.

ITEM 2.  DESCRIPTION OF PROPERTY

Our operations in the People's Republic of China are located at the Chaoying
Workshop, Third Floor, Changyanbu, Private-owned industrial zone where we use
approximately 18,000 square feet (2,000 square meters) of space. We lease office
space from a related party, Shaanxi Chaoying Personal Care Group Co., Inc. We
pay $5,260 per month in rent (equivalent to RMB 40,000 per month). This lease
will expire on December 31, 2008 We believe that this arrangement is comparable
to what we would pay had we leased similar space from a non-affiliated entity.
The facility is sufficient for our current operations. Should our operations
expand and we find the need to locate additional rental properties, we do not
anticipate any problem in securing additional leased space.

In connection with our entertainment facility, as discussed previously, we
purchased 80 MU of space, in Changle County, Weifang, Shandong Province. The SD
Chaoying plans to build a 19,145 m2 entertainment, culture, casino and lodging
facility, and another 14,188 m2 residential dormitory use.

                                       10
<PAGE>

ITEM 3.  LEGAL PROCEEDINGS

There are no material pending legal proceedings to which we are a party. We were
notified by a letter received June 6, 2000 that we may have a potential
liability from waste disposal in the Casmalia Disposal Site at Santa Barbara
County, California. We were given a choice of either signing an agreement that
would toll the statute of limitations for eighteen (18) months in order to allow
us to resolve any liability with the government without incurring costs
associated with being named a defendant in a lawsuit, or becoming an immediate
defendant in a lawsuit. We signed the tolling agreement. On November 20, 2001,
the tolling agreement was extended for an additional 18 months. On May 20, 2003
the tolling agreement was again extended for an additional 18 months and on
November 24, 2004 the tolling agreement was again extended for additional 18
months. On June 29, 2004, we received a proposed settlement from the EPA in the
amount of $21,131. We are waiting for communication from the government
concerning payment of the proposed settlement. As of December 31, 2007, we have
accrued a sufficient amount to cover any potential liabilities from this matter.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

There were no matters submitted during the fiscal year covered by this report.

PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Our current stock symbol is "CYDI.PK". Our common stock was previously quoted on
the Over-the-Counter-Bulletin Board. ("OTCBB"). Prior to our merger with Cybrdi
we traded on the OTCBB under the symbol "CRTN". Following our acquisition of
Cybrdi, Inc., we requested a symbol change and were assigned CYDI.

The following table sets forth, for the periods indicated, the range of high and
low bid quotations for our common stock as quoted on the OTCBB and the Pink
Sheets. The reported bids quotations reflect inter-dealer prices without retail
markup, markdown or commissions, and may not necessarily represent actual
transactions.

<TABLE>
<CAPTION>

 YEAR               PERIOD                     HIGH              LOW
 ----               ------                     ----              ---
<S>                 <C>                       <C>               <C>
 2006               First Quarter               0.200            0.120
                    Second Quarter              0.10             0.07
                    Third Quarter               0.10             0.05
                    Fourth Quarter              0.06             0.05

 2007               First Quarter               0.10             0.08
                    Second Quarter              0.08             0.03
                    Third Quarter               0.11             0.04
                    Fourth Quarter              0.13             0.03
</TABLE>
                                       11
<PAGE>

(a) Transfer Agent

Our transfer agent is American Stock Transfer & Trust Company Inc., whose
address is 6201 15th Ave. Brooklyn, NY 11219 their telephone number is
(212)936-5100.

(b) Stockholders

As of March 25, 2008, there were approximately 1,333 record holders of our
common stock. As of March 25, 2008, we have not paid any cash dividends on
shares of our common stock and do not plan to do so. We currently plan to retain
future earnings to fund the development and growth of our business.

(c) Dividend Policy.

We have not declared or paid cash dividends or made distributions in the past,
and we do not anticipate that we will pay cash dividends or make distributions
in the foreseeable future. We currently intend to retain and reinvest future
earnings, if any, to finance our operations.

(d) Securities authorized for issuance under equity compensation plans

None.


ISSUANCE OF UNREGISTERED SHARES

None.

ITEM 6.  SELECTED FINANCIAL INFORMATION

Following is a summary of our operations and financial condition from 2003
through 2007. You are urged to review the detailed audited financial statements
and accompanying footnotes for a complete understanding of our operations.

<TABLE>
<CAPTION>
                                  2007           2006           2005          2004          2003
                              -----------    -----------    -----------   -----------   -----------
<S>                           <C>            <C>            <C>           <C>           <C>
Net sales                     $   670,616    $   546,286    $ 1,427,799   $ 1,533,043   $ 1,227,394
Net income(loss) from
   continuing operations      $  (288,684)   $  (187,055)   $     5,128   $   488,833   $   260,350
Net income(loss) from
   discontinuing operations   $        --    $        --    $        --   $        --   $        --
Net income(loss)              $  (288,684)   $  (187,055)   $     5,128   $   488,833   $   260,350
Net income(loss) per
   common share               $        --    $        --    $        --   $      0.02   $      0.01
Total assets                  $ 8,299,856    $ 5,653,841    $ 6,103,632   $ 5,737,261   $ 4,745,236
Long-term debt                $        --    $        --    $        --   $        --   $        --
Working capital               $  (353,709)   $ 4,258,523    $ 4,796,714   $ 4,416,664   $ 2,628,334
Stockholders' equity          $ 4,269,635    $ 4,159,095    $ 4,224,142   $ 4,099,661   $ 3,087,340
</TABLE>

----------

No cash dividends have been paid during any of the five-year periods stated
above.

                                       12
<PAGE>

ITEM 7.  MANAGEMENT DISCUSSION AND ANALYSIS

This annual report contains forward-looking statements within the meaning of the
federal securities laws. These include statements about our expectations,
beliefs, intentions or strategies for the future, which we indicate by words or
phrases such as "anticipate," "expect," "intend," "plan," "will," "we believe,"
"Cybrdi believes," "management believes" and similar language. The
forward-looking statements are based on the current expectations of Cybrdi and
are subject to certain risks, uncertainties and assumptions, including those set
forth in the discussion under "Description of Business" and "Management's
Discussion and Analysis," including the discussion under "Risk Factors"
thereunder. The actual results may differ materially from results anticipated in
these forward-looking statements. We base the forward-looking statements on
information currently available to us, and we assume no obligation to update
them.

Plan of Operations

We focus on biogenetics commercialization and healthcare product applications.
Our primary business includes sales of tissue microarray products and services.
Tissue chips, also called microtissue arrays, provide high-throughput molecular
profiling and parallel analysis of biological and molecular characteristics for
hundreds of pathologically controlled tissue specimens. Tissue arrays can
provide rapid and cost-effective localization and evaluation of proteins, RNA,
or DNA molecules, which is particularly useful for functioning genomic studies.
Cybrdi manufactures both human and animal tissue microarray for a wide variety
of scientific uses, including drug discovery and development purposes.

      Our  business strategy and focus in the near future include

     o    Enhancing R&D in TMAs and technical service

     o    Expanding  our product  portfolio  and  virtualtissue  array data bank
          (vTMAB)

     o   Launch the health diagnosis kit for obesity and skin disease

With our sophisticated research in genes, we provide professional health
diagnostic services for our customers. We can check the causes of obesity and
other skin diseases such as freckles by our genetic analysis, which offer more
accurate and specialized diagnosis. It can guide customer to set up the
appropriate health or fitness program. At present, were are the first and only
company can provide genetic test for the mechanism of obesity or skin disease.

We will also explore other business development opportunities that can leverage
our sales platform and relationship with affiliated companies. Until such time
as we can identify attractive marketing opportunities, we will loan available
cash on a short term unsecured basis to non-affiliated third parties in order to
generate interest income.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Use of Estimates: The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period. Actual results could differ
materially from those estimates.

The preparation of financial statements in conformity with generally accepted
accounting principles (GAAP) requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results may differ from those estimates.

Revenue recognition: Revenue represents the invoiced value of goods sold
recognized upon the delivery of goods to customers and service income is
recognized when services are provided. Deferred revenue represents the
undelivered portion of invoiced value of goods sold to customers. Sales
transactions not meeting all the conditions of the full accrual method are
accounted for using the deposit method of accounting. Under the deposit method,
all costs are capitalized as incurred, and payments received from the buyer are
recorded as customer deposits.

Principles of consolidation: The consolidated financial statements include the
accounts of Cybrdi, Inc. and its wholly-owned subsidiaries and joint ventures.

                                       13
<PAGE>

RESULTS OF OPERATIONS

YEAR ENDED DECEMBER 31, 2007 COMPARED TO YEAR ENDED DECEMBER 31, 2006

Revenues

Cybrdi generates two categories of revenues: revenues from the sale of our
tissue chip products and from services. Total revenues increased to $670,616
from $542,286, an increase of approximately 24%.

Tissue Chip Product: sales increased $181,491 from $441,007 to $622,498, a
increase of approximately 41.15%. While sales at our U.S. based subsidiary,
declined slightly from approximately $271,279 to $192,131, revenues from China
increased from $271,007 to $478,485. This increase was primarily due to our
China subsidiary, Chaoying Biotech, selling more tissue arrays to its
international clients at a higher sales unit price in 2007 as compared to 2006.
Since we closed down the operations of Cybrdi Maryland in October 2007, we
suffered a decreased sales amount of tissue arrays in from Cybrdi Maryland in
2007 as compared to year 2006.

Services: Fewer technical service orders were received during 2007 as compared
to 2006 resulting in a decrease of $53,161 in service revenue from $101,279 to
$48,118 a decrease of 52.49%. Our office in the United States used to be our
major source of service revenue. Since its operations had been turned down in
October 2007, we suffered a decrease of $50,262 service revenue in our USA
subsidiary for the year ended December 31, 2007 as compared to the year ended
December 31, 2006.

Gross Margin

Gross margin as a percent of sales was 57.22% and 49.43% for the year ended
December 31, 2007 and 2006, respectively. Gross profit for the year ended
December 31, 2007 increased to $383,751 from $268,072 for the year ended
December 31, 2006. The primary reason for the increase was the gross profit of
our subsidiary in PRC ("Chao Ying") had increased sales of tissue arrays to its
international clients at higher prices in 2007 as compared to 2006.

Operating Expenses

While we increased our revenue from tissue arrays sold in 2007, we also
increased our selling expenses as a result of increased advertising and sample
gifts to prompt our sales in 2007 as compared to 2006.

In addition, the general and administrative expenses for the year ended December
31, 2007 increased $102,459 to $688,845 for the year ended December 31, 2007
from $586,386 for the year ended December 31, 2006 These increase were primarily
due to increased research and development costs, employee related insurance
fees, and CEO salaries in the year ended December 31, 2007 as compared to those
costs in the year ended December 31, 2006. Those amounts were offset slightly by
reduced travel, office, and start-up expenses in our PRC subsidiary in year
2007, and reduced professional fees, consultant fees, and supplies related to
SEC filing and research operations in our USA subsidiary in year 2007 as compare
to year 2006.

                                       14
<PAGE>

Other Income

We generated $114,319 in interest income in year 2007. Most of this interest
Income was due to loans which we have made to QuanYe Security Co.,Ltd
("QuanYe"), an unrelated People's Republic of China ("PRC") registered company
located in Xian PRC. QuanYe is engaged in the pawnshop business and their
primary business is offering alternative financing to small local companies.
According to the loan agreement, QuanYe has received loans from Chaoying Biotech
in the aggregate amount of RMB29.3Million (equivalent to $3,754,437) since
January 2006. As of December 31, 2007, the aggregate amount of outstanding loans
was RMB7.3.Millions (equivalent to $1,000,740). Management believes and views
QuanYe as an alternative financial institution and it is an optimal way to use
its cash on hand. The regular market interest rate in the PRC is 0.72% per
annum. Cybrdi expects to obtain higher interest income for its unused fund
through these types of loan arrangements. However, these advances are unsecured
and have a default risk higher than a bank deposit.

For the year ended December 31, 2007, other income, net, amounted to $45,173 as
compared to $44,437 for the year ended December 31, 2006, an increase of $736 or
1.66%. Other income, net, for the years ended December 31, 2007 and 2006 were
primarily associated with the government grant, abnormal inventory expenditure,
and business taxes paid to the PRC government for interest income received from
Quanye in China.

Income Taxes

The Company had not recorded a provision for federal income tax for year ended
December 31, 2007 and 2006 due to a net operating loss incurred, and it was not
required to accrue income taxes due to the net operation loss for the year ended
December 31, 2007 and 2006. In accordance with the relevant tax laws and
regulations of the People's Republic of China, Chaoying Biotech is entitled to
full exemption from Corporation Income Tax ("CIT") for the first two years and a
50% reduction in CIT for the next three years, commencing from the first
profitable year after offsetting all tax losses carried forward from the
previous five years. As of 2003, Chaoying Biotech's first profitable year, the
Company begins to record 50% CIT provision from the first quarter of 2005.
Effective tax rate is approximately 7.5% for the year ended December 31, 2007
and 2006.

Net Loss

As a result of the above, we incurred a net loss for 2007 of $288,684 compared
to a net loss for 2006 of $187,055.

LIQUIDITY AND CAPITAL RESOURCES
DECEMBER 31, 2007 AS COMPARED TO DECEMBER 31, 2006

We had a working capital balance (current assets less current liabilities) of
($353,709) as of December 31, 2007 as compared to a working capital balance of
$4,258,523 as of December 31, 2006. The decrease was primarily due to a decrease
in loans to nonaffiliated parties in the aggregate amount of $2,241,146 and the
increase in accrued construction expenses for SD Chaoying construction in amount
of $1,428,196,


                                    15
<PAGE>

Cash provided by operating activities was $92,369 for the year ended December
31, 2007 as compared to $258,210 for the year ended December 31, 2006.The
primary reason for this decrease was our inability to collect on a number of
accounts receivable for the year ended December 31, 2007 as compared to the year
ended December 31, 2006.

As compared to year 2006, cash used in investing activities for 2007 was reduced
by $2,066,734 from $3265,221 to $1,198,487. The reason for this decrease was
primarily due to $3,779,594 in capital expenditures for the year ended December
31,2007 as compared to capital spending of $23,335 for the year ended December
31, 2006. The capital expenditures in year 2007 had been somewhat offset with
the proceeds of $2,306,481 we received from the repayment of a loan to an
unaffiliated company and additional proceeds of $274,175 received from the loan
from related company. On the other hand, the capital expenditures in year 2006
were higher on account of the payment of $3,241,886 for a loan to unaffiliated
company.

Financing activities for the year ended December 31, 2007, includes the net cash
provided by shareholders or officers to assist our company's operations, and the
proceeds from minority shareholders' equity contribution regarding SD Chaoying.
Financing activities for the year ended December 31, 2006 included a $14,849
advance from a shareholder to assist our company's operation and a $454,652
repayment of the loan to a shareholder.

With a working capital balance of ($353,709) we are seeking additional loans
from related companies, shareholders, or a bank pledging our land use right and
construction in progress in SD Chaoying. In addition, commencing in the fourth
quarter of year 2007, we began to pre-sell parts of SD Chaoying's residential
properties which are still under the construction which we hope will increase
revenues. We believe we will have sufficient resources to finance our operations
for the coming year.

CRITICAL ACCOUNTING POLICIES

Use of Estimates: The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period. Actual results could differ
materially from those estimates.

Income per share: Basic income per share excludes dilution and is computed by
dividing the income attributable to common shareholders by the weighted-average
number of common shares outstanding for the period. Diluted income per share
reflects the potential dilution that could occur if securities or other
contracts to issue common stock were exercised or converted into common stock or
resulted in the issuance of common stock that shared in the income of the
Company. Diluted income per share is computed by dividing the income available
to common shareholders by the weighted average number of common shares
outstanding for the period and dilutive potential common shares outstanding
unless consideration of such dilutive potential common shares would result in
anti-dilution. Common stock equivalents were not considered in the calculation
of diluted income per share as their effect would have been anti-dilutive for
the periods ended December 31, 2004 and 2003.

Critical Accounting Policies: The preparation of financial statements in
conformity with generally accepted accounting principles (GAAP) requires
management to make estimates and assumptions that affect the reported amounts of
assets and liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results may differ from those
estimates.

Off-Balance Sheet Arrangements: We have not entered into any off-balance sheet
arrangements. We do not anticipate entering into any off-balance sheet
arrangements during the next 12 months.

                                       16
<PAGE>

RECENT ACCOUNTING PRONOUNCEMENTS

Recent Accounting Pronouncements:

In December 2007, the Financial Accounting Standard Board ("FASB") issued SFAS
No. 160, "Non-controlling Interests in Consolidated Financial Statements-an
amendment of ARB No.51" which clarifies that a non-controlling interst in a
subsidiary is an ownership interest in the consolidated entity that should be
reported as equity in the consolidated financial statements. This statement also
changes the way the consolidated income statement is presented. It requires
consolidated net income to be reported at amounts that include the amounts
attributable to both the parent and the non-controlling interest. In addition,
it requires disclosure, on the face of the consolidated statement of income, of
the amounts of consolidated net income attributable to the parent and to the
non-controlling interest. SFAS No. 159 is effective for fiscal years, and
interim periods within those fiscal years beginning on or after December 15,
2008 (that is, January 1, 2009, for entities with calendar year-ends). Earlier
adoption is prohibited. The Company is currently in the process of evaluating
the effect, if any, the adoption of SFAS No. 160 will have on its consolidated
results of operations, financial position, and financial disclosure.

In December 2007, the Financial Accounting Standard Board ("FASB") issued SFAS
No. 141R (revised 2007), "Business Combinations" which replaces FASB Statement
No. 141,"Business Combinations". The Statement 141R retains the fundamental
requirements in Statement 141 that the acquisition method of accounting (which
Statement 141 called the purchase method) be used for all business combinations
and for an acquirer to be identified for each business combination. The
Statement 141R defines the acquirer as the entity that obtains control of one or
more businesses in the business combination and establishes the acquisition date
as date that the acquirer achieves control. Statement 141 did not define the
acquirer, although it included guidance on identifying the acquirer, as does in
Statement 141R. The scope of Statement 141R is broader than that of Statement
141, which applied only to business combinations in which control was obtained
by transferring consideration. By applying the same method accounting - the
acquisition method- to all transactions and other events in which on entity
obtains control over one or more other businesses, the Statement 141R improves
the comparability of the information about business combinations provided in
financial reports. SFAS No.141R applies prospectively to business combinations
for which that acquisition date is on or after the beginning of the first annual
reporting period beginning on or after December 15, 2008. An entity may not
apply it before that date. The Company is currently in the process of evaluating
the effect, if any, for the future acquisition and combinations.

In February 2007, the Financial Accounting Standard Board ("FASB") issued SFAS
No. 159, "The Fair Value Option for Financial Assets and Financial
Liabilities-Including an amendment of FASB Statement No. 115" which permits all
entities to choose to measure eligible items at fair value at specified election
dates. A business entity shall report unrealized gains and losses on items for
which the fair value option has been elected in earnings (or another performance
indicator if the business entity does not report earnings) at each subsequent
reporting date. SFAS No. 159 is effective as of the beginning of an entity's
first fiscal year that begins after November 15, 2007. Early adoption is
permitted as of the beginning of a fiscal year that begins on or before November
15, 2007, provided the entity also elects to apply the provisions of FASB
Statement No. 157, "Fair Value Measurements". The Company is currently in the
process of evaluating the effect, if any, the adoption of SFAS No 159 and 157
will have on its consolidated results of operations, financial position, and
cash flows.

                                       17
<PAGE>

INFLATION

Inflation has not had a material impact on our business.

CURRENCY EXCHANGE FLUCTUATIONS

The net sales, costs and expenses generated by our activities in China are
priced in Chinese renminbi. Approximately $8.25 million of our assets are
located inside China, the remaining $47,696 in assets are located in the United
States. Since 1994, the exchange rate for Renminbi against the United States
dollar has remained relatively stable; with an exchange rate approximately
RMB8.28 to US$1.00. On July 21, 2005, China announced a revaluation of RMB and
reduced its peg to the US dollar. China is planning to move to a managed float
against a basket of currencies. The exchange rate has been adjusted to
approximately RMB7.2946 to US$1.00 as of December 31, 2007. The Chinese Renminbi
has increased significantly in value as compared to the U.S. dollar. However,
there can be no assurance that Renminbi will not be subject to devaluation. We
may not be able to hedge effectively against Renminbi devaluation, so there can
be no assurance that future movements in the exchange rate of Renminbi and other
currencies will not have an adverse effect on our financial condition.

ITEM 8.  FINANCIAL STATEMENTS.

The information required by Item 7 appears after the signature page to this
report.

ITEM 9A. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANCIAL DISCLOSURES

NONE


ITEM 9B. CONTROLS AND PROCEDURES

     We are responsible for establishing and maintaining adequate internal
control over financial reporting and disclosure controls and procedures in
accordance with Exchange Act Rule 13a-15. With the participation of our Chief
Executive Officer and Chief Financial Officer, our management conducted an
evaluation of the effectiveness of our internal control over financial reporting
as of December 31, 2007 based on the criteria established in Internal
Control-Integrated Framework issued by the Committee of Sponsoring Organizations
of the Treadway Commission. Based on this evaluation, management concluded that
our internal control over financial reporting and our disclosure controls and
procedures were effective as of December 31, 2007, based on those criteria. A
control system, no matter how well conceived and operated, can provide only
reasonable, not absolute, assurance that the objectives of the control system
are met. Because of the inherent limitations in all control systems, no
evaluation of controls can provide absolute assurance that all control issues
and instances of fraud, if any, within the Company have been detected.

         This annual report does not include an attestation report of the
Company's registered accounting firm regarding internal control over financial
reporting. Management's report was not subject to attestation by the Company's
registered public accounting firm pursuant to temporary rules of the Securities
and Exchange Commission

      This annual report does not include an attestation report of the Company's
registered accounting firm regarding internal control over financial reporting.
Management's report was not subject to attestation by the Company's registered
public accounting firm pursuant to temporary rules of the Securities and
Exchange Commission

ITEM 9C. OTHER INFORMATION.

Not applicable.

                                       18
<PAGE>

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS,
         COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT

The following table sets forth the names, ages, principal offices and positions
and the date each such person became a director or executive officer. Executive
officers are elected annually by our Board of Directors. Each executive officer
holds his office until he resigns, is removed by the Board or his successor is
elected and qualified. Directors are elected annually by our stockholders at the
annual meeting. Each director holds his office until his successor is elected
and qualified or his earlier resignation or removal.

<TABLE>
<CAPTION>
                                                           DATE OF
NAME AND PRINCIPAL POSITION                     AGE      APPOINTMENT
---------------------------                     ---      -----------
<S>                                             <C>      <C>
YanBiao Bai, Chairman, CEO and President         47          2003

Xue Bu, Director, Treasurer & Chief
Operating Officer                                44          2005
</TABLE>

Below are brief descriptions of the backgrounds and experiences of our current
officers and directors:

Mr. YanBiao Bai, Chairman, CEO and President

YanBiao Bai graduated from the Second Military Medical University in 1984,
receiving a legal qualification certificate. He is an experienced entrepreneur
and corporate executive. Since 1999 he has served as Chairman of Shaanxi
Chaoying Group, a chain of cosmetic and personal care training schools and
franchises located in China. Since 2003, he has served as Chairman of the Board
of Directors of Cybrdi, Inc. In 2006 he assumed the role as CEO. Long interested
in Chinese traditional and modern medicine, Mr. Bai is working to apply his
marketing and management expertise to the emerging biotech field in China,
focusing on rapidly marketable products and services. In 2005[insert year], Mr.
Bai was awarded one of the Shaanxi Province "Outstanding Young Industrialist
Award," among other titles and honors.

Xue Bu, Director, Treasurer  & Chief Operating Officer

Ms. Xue Bu has served as an officer and director of Cybrdi, Inc. since February
2005. She obtained her B.S. in 1986 from The Fourth Military Medical University
as well as an MBA degree from Xi'an Jiaotong University. Ms. Bu was the Vice
President of Beijing Chaoying Real Estate Company from 1999 to 2001. Since 2001,
she has served as the Deputy General Manager of Chaoying. Ms. Bu is the wife of
YanBiao Bai.

Involvement in Certain Legal Proceedings

No event listed in Sub-paragraphs of Subparagraph (f)
of Item 401 of Regulation S-K, has occurred with respect to any of our present
executive officers or directors or any nominee for director during the past five
years which is material to an evaluation of the ability or integrity of such
director or officer.

                                       19
<PAGE>


FAMILY RELATIONSHIPS

Ms. Xue Bu, the Treasurer and Chief Operating Officer, is the wife of YanBiao
Bai the Chairman, CEO and President.

SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING REQUIREMENTS.

For companies registered pursuant to section 12(g) of the Exchange Act, Section
16(a) of the Exchange Act requires our executive officers and directors, and
persons, who beneficially own more than ten percent of our equity securities, to
file reports of ownership and changes in ownership with the Securities and
Exchange Commission. Officers, directors and greater than ten percent
shareholders are required by SEC regulation to furnish us with copies of all
Section 16(a) forms they file. To our knowledge, based solely on a review of the
copies of reports filed with the Securities and Exchange Commission, Section
16(a) filing requirements applicable to our officers, directors and greater than
ten percent beneficial owners were met during the Company's last fiscal year and
there has been no change in beneficial ownership.

All officers and directors owning shares of common stock have filed the required
reports under Section 16(A) of the Act.

CODE OF ETHICS

The Company has a Code of Business Conduct and Ethics, which is applicable to
all directors, officers and employees of the Company.

ITEM 11. EXECUTIVE COMPENSATION

SUMMARY COMPENSATION TABLE

The following table sets forth all cash compensation paid or to be paid by
Cybrdi, as well as certain other compensation paid or accrued, for each of the
last three fiscal years of our company to each named executive officer.

                           SUMMARY COMPENSATION TABLE

<TABLE>
<CAPTION>
                                   LONG-TERM
                                               ANNUAL COMPENSATION          COMPENSATION AWARDS
                                            --------------------------   -----------------------
                                                                         RESTRICTED   SECURITIES
                                                                           STOCK      UNDERLYING      ALL OTHER
NAME AND PRINCIPAL POSITION     YEAR           SALARY         BONUS        AWARD       OPTIONS      COMPENSATION
---------------------------     ----        -----------    -----------  -----------  -----------    ------------
<S>                            <C>          <C>            <C>          <C>          <C>            <C>

YanBiao Bai, Chairman, CEO     2007        $100,000        $ -0-       $ -0-         $  -0-         $  -0-
and President                  2006        $   -0-         $ -0-       $ -0-         $  -0-         $  -0-
                               2005        $   -0-         $ -0-       $ -0-         $  -0-         $  -0-

Dr. Lei Liu, Director          2007        $60,000         $ -0-       $ -0-         $  -0-         $  -0-
                               2006        $80,000         $ -0-       $ -0-         $  -0-         $  -0-

Pres:  Cybrdi Maryland         2005        $60,000         $ -0-       $ -0-         $  -0-         $  -0-
Xue Bu, Director, Treasurer &
Chief Operating Officer



Xue Bu, Director, Treasurer    2007        $10,812         $ -0-       $ -0-         $  -0-         $  -0-
& Chief Operating Officer      2006        $ 5,770         $ -0-       $ -0-         $  -0-         $  -0-
                               2005        $ 3,722         $ -0-       $ -0-         $  -0-         $  -0-
</TABLE>
                                       20
<PAGE>

No

EMPLOYEE STOCK OPTION PLAN

None

COMPENSATION OF INDEPENDENT DIRECTORS

None

EMPLOYMENT AGREEMENTS

There are no written employment agreements with any of the Company's officers.

However, Mr. Bai serves as our President and Chief Executive Officer with annual
compensation of $100,000. Any future increases in his salary must be approved by
the Company's board of directors.

Mr. Lei Liu had received an annual compensation of $60,000 and 80,000 for year
2007 and 2006. Since Cybrdi Maryland was closed in October 2007, Mr. Lei Liu no
longer receives compensation from the Company.

No compensation had been paid to any director solely in connection with their
role as a director.

No compensation has been paid to any director solely in connection with their
role as a director.

BENEFICIAL OWNERSHIP OF OFFICERS AND DIRECTORS

The following table sets forth, as of March 25, 2008 information with respect to
the beneficial ownership of our common stock by (i) persons known by us to
beneficially own more than five percent of the outstanding shares, (ii) each
director, (iii) each executive officer and (iv) all directors and executive
officers as a group. As of March 25, 2008, there were issued and outstanding
50,456,569 shares of Common Stock. There are no outstanding options or warrants.
<TABLE>
<CAPTION>

NAME OF OFFICER                                                        PERCENTAGE OF
OR DIRECTOR        TITLE              TITLE OF CLASS  NO. OF SHARES     OWNERSHIP
---------------    -----              --------------  -------------  -------------

<S>               <C>                 <C>
YanBiao Bai       Chairman/CEO/Pres   Common          9,156,397(1)      18.15%

Lei Liu           Former Director     Common          6,234,766(2)      12.36%

Xue Bu            COO/Treasurer/Dir   Common          0                  0

All officers
and directors
as a group
(3 people)                            Common          15,391,163        30.50%
</TABLE>
----------
(1) Represents shares held by Shanxi Chaoying Beauty & Cosmetic Group of which
    Mr. Bai is the president.

(2) Includes 4,370,462 shares issued to Immuno-Oncogenomics, Inc., an affiliated
    entity of Lei Liu, and 1,864,304 shares which will be owned individually by
    Lei Liu.

                                       21
<PAGE>

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTION

1. We lease office space from a related party, Shaanxi Chaoying Personal Care
Group Co., Inc. We pay rent of $5,260 per month (equivalent to RMB 40,000 per
month). This lease has recently been renewed and will expire on December 31,
2008.

2. We have received a loan in the amount of $274,175 from the Chinese Partner.
This loan is non-interest bearing, unsecured, and has no set repayment terms.

3. Various shareholders and officers of the Company have made loans to the
Company to assist with operations. These loans are non-interest bearing,
unsecured, and have no set repayment terms. As of December 31, 2007 and 2006,
the aggregate amounts due to these shareholders were $432,494 and $ 205,218,
respectively.

ITEM 13. EXHIBITS

(a)      Exhibits

         3.1      Articles of Incorporation of Registrant, as amended
                  (incorporated by reference to Exhibit 3.1 to Registrant's
                  Annual Report of from 10-K for the year ended October 31, 1981
                  and Exhibit "A" and Exhibit "B" to Registrant's Proxy
                  Statement dated February 17, 1988).

         3.2      By-Laws of Registrant, as amended (incorporated by reference
                  to Exhibit 3.2 to Registrant's Quarterly Report on form 10-Q
                  for the quarter ended April 30, 1989).

         *3.3     Amended Articles of Incorporation as amended increasing the
                  number of authorized shares filed as an exhibit to Form 8-k
                  filed February 15, 2005.

         *3.4     Articles of Merger filed with the Maryland Secretary of State
                  filed as an exhibit to Form 8-k filed February 15, 2005.

         *3.5     Amendment to Articles of Incorporation changing name to
                  Cybrdi, Inc. filed as an exhibit to Form 8-k filed April 6,
                  2005.

         *10.1    Registrant's Executive Stock Option Plan (incorporated by
                  reference to Exhibit "B" to Registrant's Proxy Statement dated
                  February 21, 1989).

         *10.2    Amendment to Registrant's 1989 Stock Option Plan (incorporated
                  by reference to Exhibit 10.5 to Registrant's Annual Report on
                  Form 10-K for the year ended October 31, 1995).


         *10.3    Amendment to Registrant's Executive Stock Option Plan
                  (incorporated by reference to Exhibit 10.1 to Registrant's
                  Quarterly Report on Form 10Q for the quarter ended April 30,
                  2001).

         *10.4    Form of Indemnification Agreement between Registrant and its
                  Directors and selected officers and agents (incorporated by
                  reference to Exhibit "C" to Registrant's Proxy Statement dated
                  February 17, 1988).

         *10.5    Employment Agreement effective as of November 1, 1993 between
                  Registrant and Marshall I. Kass (incorporated by reference to
                  Exhibit 10.1 to Registrant's Quarterly Report on Form 10-Q for
                  quarter ended January 31, 1994).

         *10.6    Amendment to Employment Agreement between Registrant and
                  Marshall I. Kass dated November 1, 1998 (incorporated by
                  reference to Exhibit 10.8 to Registrant's Annual Report on
                  Form 10-K for the year ended October 31, 1998).

         *10.7    Agreement and Plan of Merger among Certron Corporation,
                  Certron Acquisition Corp. and Cybrdi, Inc. filed as an exhibit
                  to Cybrdi's Report on Form 8-k filed February 15, 2005.

         10.8*   Sales Agency Agreement between Shaanxi Chao Ying Biotech Co.,
                 Ltd. and Biomax Co., Ltd. (incorporated by reference
                 to Exhibit 10.1 to Registrant's Quarterly Report on
                 Form 10-QSB for the quarter ended September 30, 2007)

         10.9*    Equity  Transfer  Agreement dated July 26, 2007 by and between
                  Shaanxi  Chaoying  Personal  Care Group Co.,  Inc. and Shaanxi
                  Chaoying  Biotechnology Co., Ltd (incorporated by reference to
                  Exhibit 10.1 to Registrant's  Quarterly  Report on Form 10-QSB
                  for the quarter ended September 30, 2007)

         31.1     Rule 13(a)-14(a)/15(d)-14(a) Certification

         31.2     Rule 13(a)-14(a)/15(d)-14(a) Certification

         32.1     Certification Under Section 906 of the Sarbanes-Oxley Act of
                  2002

         32.2     Certification Under Section 906 of the Sarbanes-Oxley Act of
                  2002
----------
*   Previously filed

(b)      There were no reports filed on Form 8-k during the fourth quarter of
         the Company's fiscal year.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

We accrued an aggregate of approximately $65,000 in fees for professional
services rendered by MS Group CPA LLC in connection with the review of our
Quarterly Reports and audit of our financial statements for the year ended
December 31, 2007.
                                       22
<PAGE>

                           CYBRDI, INC. AND SUBSIDIARY
                                    CONTENTS


PAGE


F-2      REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

F-3      CONSOLIDATED BALANCE SHEET AS OF DECEMBER 31, 2007

F-4      CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE YEARS ENDED DECEMBER 31,
         2007AND 2006

F-5      CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY AND COMPREHENSIVE
         INCOME FOR THE YEARS ENDED DECEMBER 31, 2007 AND 2006

F-6      CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31,
         2007 AND 2006

F-7 TO
F-14     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



                                       F-1
<PAGE>

             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The Board of Directors and Stockholders of
Cybrdi, Inc. (f/k/a Certron Corporation)

We have audited the accompanying consolidated balance sheet of Cybrdi, Inc.
(f/k/a Certron Corporation) as of December 31, 2007, and the related
consolidated statements of operations, stockholders' equity and comprehensive
income, and cash flows for each of the years in the two-year period ended
December 31, 2007. The management of Cybrdi, Inc. (f/k/a Certron Corporation) is
responsible for these consolidated financial statements. Our responsibility is
to express an opinion on these consolidated financial statements based on our
audits.

We conducted our audits in accordance with standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the
consolidated financial statements are free of material misstatement. The Company
is not required to have nor were we engaged to perform, and audit of its
internal control over financial reporting. Our audit included consideration of
internal control over financial reporting as a basis for designing audit
procedures that are appropriate in the circumstances, but not for the purpose of
expressing as opinion on the effectiveness of the company's internal control
over financial reporting. Accordingly, we express no such opinion. An audit also
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the consolidated financial statements, assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall consolidated financial statement presentation. We believe
that our audit provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of Cybrdi, Inc. (f/k/a
Certron Corporation) as of December 31, 2007, and the results of its operations
and its cash flows for each of the years in the two-years period ended December
31, 2007 in conformity with accounting principles generally accepted in the
United States of America.

MS Group CPA LLC
Edison New Jersey
February 25, 2008



[GRAPHIC OMITTED][GRAPHIC OMITTED]
[GRAPHIC OMITTED][GRAPHIC OMITTED]
[GRAPHIC OMITTED][GRAPHIC OMITTED]



[GRAPHIC OMITTED][GRAPHIC OMITTED]


                                       F-2
<PAGE>

                          CYBRDI, INC. AND SUBSIDIARY
                           CONSOLIDATED BALANCE SHEET

<TABLE>
<CAPTION>
                                     ASSETS
                                                                     December 31,
                                                                            2007
                                                                     ------------
<S>                                                                  <C>
CURRENT ASSETS
      Cash and equivalents                                           $   637,056
      Accounts receivable                                                  3,364
      Inventories                                                        390,421
      Loan to unaffiliated company                                     1,000,740
      Other receivables and prepaid expenses                             145,805
                                                                     -----------
TOTAL CURRENT ASSETS
                                                                       2,177,386
PROPERTY, PLANT AND EQUIPMENT, NET                                       493,273
CONSTRUCTION IN PROGRESS                                               1,929,002
INTANGIBLE ASSETS, NET                                                 3,700,195
                                                                     -----------
TOTAL ASSETS                                                           8,299,856
                                                                     ===========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
      Accounts payable                                                     3,917
      Accrued expenses                                                 1,700,363
      Customer deposits                                                   74,321
      Loan from related company                                          274,175
      Amount due to stockholders/officers                                432,494
      Other payables                                                      45,826
                                                                     -----------
TOTAL CURRENT LIABILITIES
                                                                       2,531,096
MINORITY INTERESTS                                                     1,499,125
                                                                     -----------
TOTAL LIABILITIES                                                      4,030,221
                                                                     -----------
STOCKHOLDERS' EQUITY
      Preferred Stock, $1.00 per value, 500,000 shares authorized,
         zero shares issued and outstanding                                   --
      Common Stock, no par value, 150,000,000 shares authorized,
         50,456,569 shares issued and outstanding                             --
      Additional paid-in capital                                       3,571,864
      Reserve funds                                                      336,885
      Accumulated deficit                                               (301,323)
      Accumulated other comprehensive income                             662,209
                                                                     -----------
TOTAL STOCKHOLDERS' EQUITY
                                                                       4,269,635
                                                                     -----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                           $ 8,299,856
                                                                     ===========
</TABLE>


                 The accompanying notes are an integral part of these
                    consolidated financial statements.


                                       F-3
<PAGE>

                          CYBRDI, INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                                For Years Ended December 31,
                                                ----------------------------
                                                    2007            2006
                                                ------------    ------------
Revenue
      Products                                  $    622,498    $    441,007
      Service rendered                                48,118         101,279
                                                ------------    ------------
         Total revenue                               670,616         542,286
                                                ------------    ------------
Cost of Sales
      Products                                       282,310         257,782
      Service rendered                                 4,555          16,432
                                                ------------    ------------
        Total cost of sales                          286,865         274,214
                                                ------------    ------------
Gross Profit                                         383,751         268,072
                                                ------------    ------------
Operating Expenses:
      Selling and distribution expenses              144,579         107,684
      General and administrative expenses            688,845         586,386
                                                ------------    ------------
Total Operating Expenses                             833,424         694,070
                                                ------------    ------------
Loss from Operations                                (449,673)       (425,998)
                                                ------------    ------------
Other Income/(Expense)
      Interest income, net                           114,319         173,072
      Other income, net                               45,173          44,437
      Loss on disposal of fix assets                  (8,322)         (3,167)
                                                ------------    ------------
Total Other Income                                   151,170         214,342
                                                ------------    ------------
Loss before Income Taxes                            (298,503)       (211,656)
Income Taxes Expenses                                     --              --
                                                ------------    ------------
Minority Interest                                     (9,819)        (24,601)
                                                ------------    ------------
Net Loss                                        $   (288,684)   $   (187,055)
                                                ============    ============
Other Comprehensive Income:
Foreign Currency Translation gain                    429,292         122,008
                                                ------------    ------------
Comprehensive Income (Loss)                     $    140,608    $    (65,047)
                                                ============    ============
Net Loss Per Common Share
      Basic and Diluted                         $      (0.01)   $      (0.00)
                                                ============    ============
Weighted Average Number of Shares Outstanding
      Basic and Diluted                           50,456,569      50,456,569
                                                ============    ============


                 The accompanying notes are an integral part of these
                    consolidated financial statements.


                                       F-4
<PAGE>

                          CYBRDI, INC. AND SUBSIDIARY
    CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY AND COMPREHENSIVE INCOME
                 FOR THE YEARS ENDED DECEMBER 31, 2007 AND 2006

<TABLE>
<CAPTION>
                                                                                        Retained      Acumulated
                                          Common Stock        Additional                Earnings/        Other
                                      --------------------     Paid-in       Reserve    Accumulated  Comprehensive
                                      No of Shares  Amount     Capital        Fund       Deficit         Income        Total
                                      ------------ -------   -----------  -----------  ------------  -------------  -----------
<S>       <C> <C>                     <C>          <C>       <C>          <C>          <C>           <C>            <C>
Balance as of
 December 31, 2005                    50,456,569   $    --   $ 3,601,932  $   336,885  $   174,416   $   110,909    $ 4,224,142
Net loss                                      --        --            --           --     (187,055)           --       (187,055)
Foreign currency
   translation gain                           --        --            --           --           --       122,008        122,008
                                      ----------   -------   -----------  -----------  -----------   -----------    -----------
Balance as of
 December 31, 2006                    50,456,569        --     3,601,932      336,885      (12,639)      232,917      4,159,095
Deficit resulting from acquisition
  of Sandong Chao Ying                        --        --       (30,068)          --           --            --        (30,068)
Net loss                                      --        --            --           --     (288,684)           --       (288,684)
Foreign currency
   translation gain                           --        --            --           --           --       429,292        429,292
                                      ----------   -------   -----------    ---------  -----------  -----------     -----------
Balance as of
 December 31, 2007                    50,456,569   $    --   $ 3,571,864    $ 336,885  $  (301,323)  $   662,209    $ 4,269,635
                                      ==========   =======   ===========    =========  ===========  ===========     ===========
</TABLE>


                 The accompanying notes are an integral part of these
                    consolidated financial statements.


                                       F-5
<PAGE>

                           CYBRDI INC. AND SUBSIDIARY
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

<TABLE>
<CAPTION>
                                                                      For Years Ended December 31,
                                                                      ---------------------------
                                                                          2007           2006
                                                                      -----------    ------------
<S>                                                                   <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES
     Net Loss                                                         $  (288,684)   $  (187,055)
     Adjustments to Reconcile Net Loss to Net Cash
       Provided by Operating Activities:
         Depreciation and amortization                                    165,983        164,857
         Loss on disposal of fixed assets                                   8,322          3,167
         Minority interest                                                 (9,819)       (24,601)
     Changes in Operating Assets and Liabilities:
         Deferred tax assets                                               41,199
         Accounts receivable                                               34,238        374,028
         Inventories                                                        1,229        (90,454)
         Other receivable and prepaid expenses                             64,098        (97,151)
         Accounts payable                                                   3,252            231
         Accrued expenses                                                  28,103         94,713
         Other payables                                                    11,326        (20,724)
         Customer deposits                                                 74,321             --
                                                                      -----------    -----------
     Net Cash Provided by Operating Activities                             92,369        258,210
                                                                      -----------    -----------
CASH FLOWS FROM INVESTING ACTIVITIES
         Purchases of property, plant and equipment                       (46,551)       (23,335)
         Payment for construction in progress                          (1,929,002)            --
         Purchases intangible assets                                   (1,804,041)            --
         Proceeds from property disposal                                      451             --
         Proceeds from loan to related company                            274,175             --
         Proceeds from (payment for) loan to unaffiliated company       2,306,481     (3,241,886)
                                                                      -----------    -----------
     Net Cash Used in Investing Activities                             (1,198,487)    (3,265,221)
                                                                      -----------    -----------
CASH FLOWS FROM FINANCING ACTIVITIES
         Proceeds from minority shareholders contribution                 354,319             --
         Proceeds from shareholders/officers                              478,836         14,849
         Payment to shareholders/officers                                (224,294)      (454,652)
                                                                      -----------    -----------
     Net Cash Provided by (Used in) Financing Activities                  608,861       (439,803)
                                                                      -----------    -----------
NET DECREASE IN CASH AND EQUIVALENTS
     Net Decrease in Cash and Equivalents                                (497,257)    (3,446,814)
     Effect of Exchange Rate Changes on Cash and Equivalents              351,414         23,018
     Cash and Equivalents, at Beginning of Period                         782,899      4,206,695
                                                                      -----------    -----------
     Cash and Equivalents, at End of Period                           $   637,056    $   782,899
                                                                      ===========    ===========
SUPPLEMENTARY DISCLOSURES OF CASH FLOW INFORMATION
     Income taxes paid                                                $        --    $    13,463
                                                                      ===========    ===========
SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING ACTIVITIES
     Construction in progress incurred by accrued construction cost   $ 1,428,196    $        --
                                                                      ===========    ===========
</TABLE>


                 The accompanying notes are an integral part of these
                    consolidated financial statements.


                                       F-6
<PAGE>

                           CYBRDI, INC. AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANICAL STATEMENTS
                 FOR THE YEARS ENDED DECEMBER 31, 2007 AND 2006


1. ORGANIZATION AND PRINCIPAL ACTIVITIES

Cybrdi, Inc. (f/k/a Certron Corporation) (the "Company") was incorporated on
August 1, 1966, under the laws of the State of California. Until around June
2004, the Company's business consisted primarily of the distribution of magnetic
media products, primarily blank audio and video cassettes. Due to continuing
intense price competition and technological changes in the marketplace for its
products, the Company lost its remaining significant customers and disposed of
or wrote off its remaining inventory. As a result of these occurrences, the
Company concluded that its audio and videotape businesses were no longer viable
and some of its product lines were obsolete and the Company placed its emphasis
on attempting to find a buyer for the Company

In November 2004, the Company, formed a wholly-owned subsidiary Certron
Acquisition Corp., a Maryland corporation ("Acquisition Sub") to acquired all
the ownership interest in Cybrdi, Inc., a privately held company incorporated in
the State of Maryland ("Cybrdi Maryland"). The Company acquired Cybrdi Maryland
in exchange for 47,328,263 shares of common stock in a merger transaction. As a
result of the merger, the former shareholders of Cybrdi Maryland acquired 93.8%
of the outstanding shares of the Company's common stock. As a result of the
ownership interests of the former shareholders of Cybrdi Maryland, for financial
statement reporting purposes, the transaction was treated as a reverse
acquisition, with Cybrdi Maryland deemed the accounting acquirer and Centron
Corporation deemed the accounting acquiree. Historical information of the
surviving company is that of Cybrdi Maryland.

Cybrdi Maryland was established in 2001 to acquire an interest in biogenetic
products commercialization and related services entities in Asia. On March 5,
2003, Cybrdi Maryland acquired an 80% interest Shaanxi Chao Ying Biotechnology
Co., Ltd. ("Chaoying Biotech"), a sino-foreign equity joint venture established
in July 2000 in the People's Republic of China ("PRC"), through the exchange of
99% of the Company's shares to the existing shareholders of Chaoying Biotech.
For financial statement reporting purposes, the merger was treated as a reverse
acquisition, with Chaoying Biotech deemed the accounting acquirer and Cybrdi
Maryland deemed the accounting acquiree.

Chaoying Biotech is a sino-foreign equity joint venture between Shaanxi Chao
Ying Personal Care Group Ltd. (the "Chinese Partner", a PRC corporation) and
Immuno-OncoGenomics Inc. (the "Foreign Partner", a USA corporation). The joint
venture agreement has a 15 year operating period starting from its formation in
July 2000 and may be extended upon mutual consent. The principal activities of
Chaoying Biotech are research, manufacture and sale of various high-quality
tissue arrays and the related services in the PRC.

Most of the Company's activities are conducted through Chaoying Biotech.
Chaoying Biotech, with its principal operations located in China, aims to take
advantage of China's abundant scientific talent, low wage rates, less stringent
biogenetic regulation, and the huge genetic population as it introduces its
growing list of tissue micro array products.

On February 10, 2005, the Company completed the merger with Cybrdi Maryland and
changed its name to Cybrdi, Inc.

On July 26 , 2007, Chaoying Biotech entered into an acquisition agreement with
Shaanxi Chaoying Personal Care Group Co., Inc, its Chinese partner, which is a
principal shareholder of the company, Mr. Bai, the Company's chief executive
officer and a director is also a principal of its Chinese partner On July
28,2007, Chaoying Biotech invested RMB15 millions (equivalent to US$1,983,078)
to acquire an 83.33% equity ownership of Shandong Chaoying Culture &
Entertainment Co.,Ltd ("SD Chaoying") from its Chinese Partner. SD Chaoying is a
corporation organized in Shandong province P.R.China. On September 5, 2007,
Shandong Commercial government had approved this acquisition and the ownership
title of SD Chaoying had been transferred to Chaoying Biotech from its Chinese
partner. The future business of SD Chaoying will primarily be focused on culture
and entertainment, including Spa activities, cosmetic and personal care, body
building, gambling, catering, and lodging SD Chaoying will have a specific
emphasis on casino gambling, which has been approved by Shandong Administration
for civil affairs. As of December 31, 2007, SD Chaoying is still in the
development stage and there is no actual business, the development and
construction of the facility is anticipated to be completed in December 2008.

2. BASIS OF PRESENTATION

The accompanying consolidated financial statements are prepared in accordance
with generally accepted accounting principles in the United States of America
("US GAAP"). This basis of accounting differs from that used in the statutory
accounts of the Subsidiary, which were prepared in accordance with the
accounting principles and relevant financial regulations applicable to
enterprises with foreign investment in the PRC ("PRC GAAP"). Necessary
adjustments were made to the Subsidiary's statutory accounts to conform to US
GAAP to be included in these consolidated financial statements.


                                       F-7
<PAGE>

3.       SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a)       Principle of consolidation - The accompanying consolidated financial
         statements present the financial position, results of operations and
         cash flows of the Company and all entities in which the Company has a
         controlling voting interest. The consolidated financial statements also
         include the accounts of any variable interest entities in which the
         Company is considered to be the primary beneficiary and such entities
         are required to be consolidated in accordance with accounting
         principles generally accepted in the United States ("US GAAP"). The
         consolidated financial statements include the financial statements of
         Cybridi, Inc. and its subsidiary. All significant intercompany
         transactions and balances are eliminated in consolidation.

b)       Use of estimates - The preparation of financial statements requires
         management to make estimates and assumptions that affect the reported
         amounts of assets and liabilities and disclosure of contingent assets
         and liabilities at the date of the financial statements and the
         reported amounts of revenues and expenses during the reported period.
         Actual results could differ from those estimates.

c)       Cash and cash equivalents- For financial reporting purposes, the
         Company consider all highly liquid investments purchased with an
         original maturity of three months or less to be cash equivalents.

d)       Inventories- Inventories are stated at the lower of cost or market.
         Cost of raw materials is determined on the basis of first in first out
         method ("FIFO"). Finished goods are determined on the weighted average
         basis and are comprised of direct materials, direct labor and an
         appropriate proportion of overhead.

e)       Property, plant and equipment - Property, plant and equipment are
         stated at cost less accumulated depreciation and amortization.
         Depreciation on property, plant and equipment is calculated on the
         straight-line basis to write off the cost of assets over their
         respective estimated useful lives. Leasehold improvements are amortized
         over the estimated useful life of the improvement or the lease term,
         whichever is shorter. Estimated useful lives of the property, plant and
         equipment are as follows:

                  Buildings                                   20 years
                  Plant and machinery                         10 years
                  Motor vehicles                              10 years
                  Office equipment                            5 years
                  Leasehold improvements                      Lower of term of
                                                              lease or 5 years
                  Software - website                          3 years

     The cost and related accumulated depreciation of assets sold or otherwise
     retired are eliminated from the accounts and any gain or loss is included
     in the statements of operations. The cost of maintenance and repairs is
     charged to income as incurred, whereas significant renewals and betterments
     are capitalized.

     Long-term assets of the Company are reviewed annually as to whether their
     carrying value has become impaired, pursuant to the guidelines established
     in Statement of Financial Accounting Standards ("SFAS") No. 144,
     "Accounting for the Impairment or Disposal of Long-Lived Assets". The
     Company also re-evaluate the periods of amortization to determine whether
     subsequent events and circumstances warrant revised estimates of useful
     lives.

f)   Accounts and other receivables - Accounts and other receivables are
     recognized and carried at original invoice amount less allowance for any
     uncollectible amounts. An estimate for doubtful accounts is made when
     collection of the full amount is no longer probable. As of December 31,
     2007 and 2006, the Company had not recorded an allowance for uncollectible
     accounts.

g)   Research and development costs - Research and development costs are charged
     to operations when incurred and are included in operating expenses. The
     amounts charged in 2007 and 2006 were $38,090 and $7,420, respectively.

h)   Advertising costs - Advertising costs are charged to operations when
     incurred and are included in operating expenses. Advertising expenses were
     $18,077 and $17,355 for the years ended December 31, 2007 and 2006,
     respectively.

i)   Fair value of financial instruments - The carrying amounts of cash and
     equivalents, accounts receivable, inventories, loan to unaffiliated
     company, other receivables and prepaid expenses, accounts payable, accrued
     expenses, other payables, customers


                                       F-8
<PAGE>

     deposit , loan form related company and amounts due to
     shareholders/officers approximate fair value due to the short-term
     maturities of the assets and liabilities.

j)   Revenue recognition - Revenue represents the invoiced value of goods sold
     recognized upon the delivery of goods to customers and service income is
     recognized when services are provided. Deferred revenue represents the
     undelivered portion of invoiced value of goods sold to customers. Sales
     transactions not meeting all the conditions of the full accrual method are
     accounted for using the deposit method of accounting. Under the deposit
     method, all costs are capitalized as incurred, and payments received from
     the buyer are recorded as customer deposits.

k)   Foreign currency translation - The accompanying consolidated financial
     statements are presented in United States dollars. The functional currency
     of Our PRC subsidiary is Renminbi (RMB). The financial statements are
     translated into United States dollars from RMB at year-end exchange rates
     as to assets and liabilities and weighted average exchange rates as to
     revenues and expenses. Capital accounts are translated at their historical
     exchange rates when the capital transactions occurred.

     The RMB is not freely convertible into foreign currency and all foreign
     exchange transactions must take place through authorized institutions. No
     representation is made that the RMB amounts could have been, or could be,
     converted into USD at the rates used in translation.

l)   Income Taxes -Income taxes are provided for the tax effects of transactions
     reported in the financial statements and consist of taxes currently due
     plus deferred taxes related primarily to differences between the basis of
     assets and liabilities for financial and income tax reporting. The deferred
     tax assets and liabilities represent the future tax return consequences of
     those differences, which will either be taxable or deductible when the
     assets and liabilities are recovered or settled. Deferred taxes also are
     recognized for operating losses that are available to offset future federal
     and state income taxes.

m)   Comprehensive income (loss) - SFAS No. 130, "Reporting Comprehensive
     Income", established standards for the reporting and display of
     comprehensive income, its components and accumulated balances in a full set
     of general purpose financial statements. SFAS No. 130 defines comprehensive
     income to include all changes in equity except those resulting from
     investments by owners and distributions to owners. Among other disclosures,
     SFAS No. 130 requires that all items that are required to be recognized
     under current accounting standards as components of comprehensive income be
     reported in a financial statement that is presented with the same
     prominence as other financial statements. The Company's only current
     component of comprehensive income is the foreign currency translation
     adjustment.

n)   Intangible assets - Intangible assets include the right to use a parcel of
     land and a patent. The patent Effective January 1, 2002, with the adoption
     of SFAS No. 142, intangible assets with a definite life are amortized on a
     straight-line basis. The patent is being amortized over its estimated life
     of 10 years. The right to use a parcel of land will be amortized over its
     estimated life as incurred. Intangible assets with a definite life are
     tested for impairment whenever events or circumstances indicate that a
     carrying amount of an asset (asset group) may not be recoverable. An
     impairment loss would be recognized when the carrying amount of an asset
     exceeds the estimated undiscounted cash flows used in determining the fair
     value of the asset. The amount of the impairment loss to be recorded is
     calculated by the excess of the asset's carrying value over its fair value.
     Fair value is generally determined using a discounted cash flow analysis.
     Costs related to internally develop intangible assets are expensed as
     incurred.

o)   Government grants - Government grants and awards given to Our PRC
     subsidiary after successful completion of product development projects are
     recognized as income upon receipts of the awards. The government grants
     were $64,307 and $12,168 for the years ended December 31, 2007 and 2006.

(p)  New accounting pronouncements - In December 2007, the Financial Accounting
     Standard Board ("FASB") issued SFAS No. 160, "Non-controlling Interests in
     Consolidated Financial Statements-an amendment of ARB No.51" which
     clarifies that a non-controlling interst in a subsidiary is an ownership
     interest in the consolidated entity that should be reported as equity in
     the consolidated financial statements. This statement also changes the way
     the consolidated income statement is presented. It requires consolidated
     net income to be reported at amounts that include the amounts attributable
     to both the parent and the non-controlling interest. In addition, it
     requires disclosure, on the face of the consolidated statement of income,
     of the amounts of consolidated net income attributable to the parent and to
     the non-controlling interest. SFAS No. 160 is effective for fiscal years,
     and interim periods within those fiscal years beginning on or after
     December 15, 2008 (that is, January 1, 2009, for entities with calendar
     year-ends). Earlier adoption is prohibited. The Company is currently in the
     process of evaluating the effect, if any, the adoption of SFAS No. 160 will
     have on its consolidated results of operations, financial position, and
     financial disclosure.

     In December 2007, the Financial Accounting Standard Board ("FASB") issued
     SFAS No. 141R (revised 2007), "Business Combinations" which replaces FASB
     Statement No. 141, "Business Combinations". The Statement 141R retains the
     fundamental requirements in Statement 141 that the acquisition method of
     accounting (which Statement 141 called the



                                       F-9
<PAGE>

     purchase method) be used for all business combinations and for an acquirer
     to be identified for each business combination. The Statement 141R defines
     the acquirer as the entity that obtains control of one or more businesses
     in the business combination and establishes the acquisition date as date
     that the acquirer achieves control. Statement 141 did not define the
     acquirer, although it included guidance on identifying the acquirer, as
     does in Statement 141R. The scope of Statement 141R is broader than that of
     Statement 141, which applied only to business combinations in which control
     was obtained by transferring consideration. By applying the same method
     accounting - the acquisition method- to all transactions and other events
     in which on entity obtains control over one or more other businesses, the
     Statement 141R improves the comparability of the information about business
     combinations provided in financial reports. SFAS No.141R applies
     prospectively to business combinations for which that acquisition date is
     on or after the beginning of the first annual reporting period beginning on
     or after December 15, 2008. An entity may not apply it before that date.
     The Company is currently in the process of evaluating the effect, if any,
     for the future acquisition and combinations.

     In February 2007, the Financial Accounting Standard Board ("FASB") issued
     SFAS No. 159, "The Fair Value Option for Financial Assets and Financial
     Liabilities-Including an amendment of FASB Statement No. 115" which permits
     all entities to choose to measure eligible items at fair value at specified
     election dates. A business entity shall report unrealized gains and losses
     on items for which the fair value option has been elected in earnings (or
     another performance indicator if the business entity does not report
     earnings) at each subsequent reporting date. SFAS No. 159 is effective as
     of the beginning of an entity's first fiscal year that begins after
     November 15, 2007. Early adoption is permitted as of the beginning of a
     fiscal year that begins on or before November 15, 2007, provided the entity
     also elects to apply the provisions of FASB Statement No. 157, "Fair Value
     Measurements". The Company is currently in the process of evaluating the
     effect, if any, the adoption of SFAS No 159 and 157 will have on its
     consolidated results of operations, financial position, and cash flows.

4.       TAXATION

(a)  Corporation Income Tax

     The Company and its US subsidiary will file consolidated federal income tax
     return and state income taxes return individually. The operations in the
     United States of America had operational losses since inception. The
     possible future deferred tax benefit arise from the net operating loss
     carry forward has been fully offset by a full valuation allowance.

(b) Corporation Income Tax ("CIT") of the Company's subsidiary in PRC

     In accordance with the relevant tax laws and regulations of the PRC, the
     Company's subsidiary is entitled to a full exemption from CIT for the first
     two years and a 50% reduction in CIT for the next three years, commencing
     from the first profitable year after offsetting all tax losses carried
     forward from the previous five years. As of 2003, the Company's first
     profitable year, the Company's subsidiary was entitled to a full exemption
     from CIT commencing that year. The Company's subsidiary begins to record
     50% CIT provision from the first quarter of 2005. The Effective tax rate is
     approximately 7.5% for the year ended December 31, 2006 and 2007.

                There were no tax effects of temporary differences that give
     rise to significant portions of deferred tax assets as of December 31, 2007
     and 2006, and furthermore, there were no valuation allowance as of December
     31, 2007 and 2006.

         In the year 2007 and 2006, the Company incurred net loss. Accordingly,
         it did not require accrue and pay any income taxes for the year ended
         December 31, 2007 and 2006.

5.       INVENTORIES

         Inventories consist of the following as of December 31:

                                       2007          2006
                                     --------      --------

Raw materials                        $ 44,187      $ 25,605
Finished goods                        345,879       339,447
Packaging materials                       355         1,109
                                     --------      --------
       Total                         $390,421      $366,161
                                     ========      ========

6. LOAN TO UNAFFILIATED COMPANY

         Loans to unaffiliated companies consists of a loan to QuanYe Security
         Co., Ltd ("QuanYe"), an unrelated People's Republic of China ("PRC")
         registered company located in Xian PRC. QuanYe is engaged in the
         pawnshop business and its primary business is offering alternative
         financing to small local companies. According to the loan agreement,
         QuanYe had received loans from Chaoying Biotech in the total aggregate
         amount of RMB29.3Million (equivalent to $3,754,437) since January 2006.
         As of December 31, 2007, the aggregate principal amount and accrued
         interest due under this were RMB7.3 Million (equivalent to $1,000,740)
         and RMB803,931 (equivalent to $110,209), respectively.

         The management of the Company believes and views QuanYe as an
         alternative financial institution and it is an optimal way to use its
         available cash on hand. The regular market interest rate in the PRC is
         0.72% per annum. The Company expects to obtain higher interest income
         for its unused fund through these types of loan arrangements. However,
         these advances are unsecured and have a default risk higher than a bank
         deposit.

7. PROPERTY, PLANT AND EQUIPMENT

         Property, plant and equipment consist of the following as of December
         31:

                                                           2007           2006
                                                        ----------    ----------
At Cost:
Buildings                                               $   71,644    $   66,967
Plant and machinery                                        476,820       413,175
Motor vehicles                                             292,147       275,397
Office equipments                                           84,809        90,193
Leasehold improvement                                      250,604       234,243
Software - website                                          92,891        86,826
                                                        ----------    ----------
       Subtotal                                          1,268,915     1,166,801
Less: Accumulated depreciation and amortization            775,642       661,087
                                                        ----------    ----------
       Net value                                        $  493,273    $  505,714
                                                        ==========    ==========

         Depreciation and amortization expenses for the years ended December 31,
         2007 and 2006 were $81,819 and $84,579, respectively.

8. CONSTRUCTION IN PROGRESS

         Construction in progress of $1,929,002 mainly consists of a development
         and construction of entertainment, culture, and casino in Shandong
         Province, which will be transferred to fixed assets in SD Chaoying when
         construction is completed.


                                      F-10
<PAGE>

9. INTANGIBLE ASSETS, NET

         Intangible assets consist of the following as of December 31:

Intangible Asset
                                                        2007             2006
                                                    ----------        ----------
Patent                                              $  877,361        $  820,082
Land use right                                       3,232,237                --
                                                    ----------        ----------
       Subtotal                                      4,109,598           820,082
Less: Accumulated amortization                         409,403           300,667
                                                    ----------        ----------
       Net value                                    $3,700,195        $  519,415
                                                    ==========        ==========

         Amortization expenses for the years ended December 31, 2007 and 2006
         were $84,164 and $80,278, respectively.

         Expected amortization expenses for intangible assets in the next five
         years are as follows:

2008                                                      $ 84,164
2009                                                       140,274
2010                                                       140,274
2011                                                       140,274
2012                                                       140,274

10. CUSTOMER DEPOSITS

         During the fourth quarter of 2007, the management of the Company
         determined to pre-sell parts of SD Chaoying's residential properties
         which are still under the construction. Accordingly, the customer
         deposits consist of the following as of December 31,

                                    2007      2006
                                  -------   -------

Residential properties pre-sold   $52,092   $    --
Tissue array sales                 22,229        --
                                  -------   -------
       Total                      $74,321   $    --
                                  =======   =======

11. LOAN FROM RELATED COMPANY

         A loan from related company mainly consists of $274,175 loan from an
         affiliated company, Shaanxi Chao Ying Personal Care Group Ltd. (the
         "Chinese Partner " of the Company), located in Shaanxi province P.R.
         China. This loan is also non-interest bearing, unsecured, and has no
         set repayment terms.

12. AMOUNTS DUE TO STOCKHOLDERS/OFFICERS

         Various shareholders and officers of the Company made loans to the
         Company to assist with operations. These loans are non-interest
         bearing, unsecured, and have no set repayment terms. As of December 31,
         2007 and 2006, the aggregate amount of these loans were $432,494 and $
         205,218, respectively.


                                      F-11
<PAGE>

13. COMMITMENTS, CONTINGENCIES, AND LEGAL PROCEEDINGS

         There are no material pending legal proceedings to which the Company is
         a party. The Company was notified by a letter dated June 2, 2000
         received June 6, 2000 that the Company may has a potential liability
         from waste disposal in the Casmalia Disposal Site at Santa Barbara
         County, California. The Company was given a choice of either signing an
         agreement that would toll the statute of limitations for eighteen (18)
         months in order to allow us to resolve any liability with the
         government without incurring costs associated with being named a
         defendant in a lawsuit, or becoming an immediate defendant in a
         lawsuit. We signed the tolling agreement. On November 20, 2001, the
         tolling agreement was extended for an additional 18 months. On May 20,
         2003 the tolling agreement was again extended for an additional 18
         months and on November 24, 2004 the tolling agreement was again
         extended for additional 18 months. On June 29, 2004, the Company
         received a proposed settlement from the EPA in the amount of $21,131.
         The Company is waiting for communication from the government concerning
         payment of the proposed settlement. As of December 31, 2007 and 2006,
         the Company has accrued a sufficient amount to cover any potential
         liabilities from this matter under other payable.

         The Company's subsidiary in PRC leased an office space under operating
         lease agreement from its related party which expires on December 31,
         2008. There is no renewal option on the lease. The rent payment under
         this operating lease was $5,260 per month (equivalent to RMB 40,000 per
         month). The future minimum rental payment for this lease as of December
         31, 2007 was $63,123 (equivalent to RMB480,000).

         The company also leased an office space in Maryland USA under a
         month-to-month term operating lease. The rent payment under this
         operating lease was $2,184 per month, however, this office was closed
         in October 2007 and as a result, all related lease obligation have been
         assumed by the Company's principal shareholder who lives in Maryland
         USA.

         Total rental expense charged to operations amounted to $85,530and
         $86,893 for each of the years ended December 31, 2007 and 2006,
         respectively.

14. STOCKHOLDERS' EQUITY

         On February 10, 2005, the Company completed the merger with Cybrdi
         Maryland and changed its name to Cybrdi, Inc. The Company acquired
         Cybrdi Maryland in exchange for 47,328,263 shares of common stock of
         the Company. Subsequent to the merger, the former shareholders of
         Cybrdi Maryland own 93.8% of the outstanding shares of the Company's
         common stock. The Company has 50,456,569 shares of common stock issued
         and outstanding after the issuance of new shares. As a result of the
         ownership interests of the former shareholders of Cybrdi Maryland, for
         financial statement reporting purposes, the merger was treated as a
         recapitalization event for Cybrdi Maryland and as a reverse
         acquisition, with Cybrdi Maryland deemed the accounting acquirer and
         Centron Corporation deemed the accounting acquiree. Historical
         information of the surviving company is that of Cybrdi Maryland.

         In 2004, the Cybrdi Maryland completed a private placement arrangement
         and had issued 5,590,645 ordinary common shares for a net proceed of
         $1,006,316. In connection with this private placement, the Company
         incurred a total of $491,596 legal and professional expenses, of which
         $311,113 were deferred through December 31, 2003, and the full amount
         were written off against additional paid in capital upon consummation
         of the transaction. As of December 31, 2007, the Company had 50,456,569
         shares of common stock issued and outstanding.

15. RESERVE FUNDS

         The Company's subsidiary in PRC is required to maintain certain
         statutory reserves by appropriating from the profit after taxation in
         accordance with the relevant laws and regulations in the PRC and
         articles of association of the subsidiary before declaration or payment
         of dividends. The reserves form part of the equity of the Company.

         The appropriation to the statutory surplus reserve and statutory common
         welfare fund reserve represent 10 percent and 5 percent of the profits
         after taxation, respectively. In accordance with the laws and
         regulations in the PRC, the appropriation to statutory reserve ceased
         when the balances of the reserve reach 50 percent of the registered
         capital of the Company.


                                      F-12
<PAGE>

         In the year 2007 and 2006, the Company's subsidiary in PRC incurred net
         loss. Accordingly, it did not require reserve additional statutory
         surplus and common welfare fund for the year ended December 31, 2007
         and 2006. The reserve funds balance consisted of the following as of
         December 31:

                                          2007       2006
                                        --------   --------

Statutory Surplus Reserve               $224,590   $224,590
Statutory Common Welfare Fund Reserve    112,295    112,295
                                        --------   --------
       Total                            $336,885   $336,885
                                        ========   ========

16. GOVERNMENT GRANT

         In 2006, Chaoying Biotech received certain government grant in the
         aggregate amount of $12,168 (equivalent to RMB97,000), of which $627
         (equivalent to RMB5,000) was a scientific award for the Company's
         diabetes project, $8,781 (equivalent to RMB70,000) and $2,760
         (equivalent to RMB22,000)paid for hiring foreign technical management
         to conduct diabetes research.

         In 2007, Chaoying Biotech also received certain government grants in
         the aggregate amount of $64,307 (equivalent to RMB489,000) of which
         $59,178 (equivalent to RMB450,000) was issued under the PRC program
         "Western Development Project", $1,184 (equivalent to RMB9,000 for
         support of genetic engineering research, and $3,945 (equivalent to
         RMB30,000)was paid a for hiring foreign technical management in the
         field of antibody research..

17. CONCENTRATIONS OF BUSINESS AND CREDIT RISK

         Financial Risks:

         The Company provides credit in the normal course of business. The
         Company performs ongoing credit evaluations of its customers and
         maintains allowances for doubtful accounts based on factors surrounding
         the credit risk of specific customers, historical trends, and other
         information.

         Major Customers:
         The following summarizes sales to major customers (each 10% or more of
         sale):

                            Number of             Percentage
   Year Ended               Customers              of Total
   ----------               ---------              --------
      2007                      1                   53.07%
      2006                      1                   31.84%

         Major Suppliers:
         The following summarizes purchases of raw materials from major
         suppliers (each 10% or more of purchases):

                            Number of             Percentage
   Year Ended               Suppliers              of Total
   ----------               ---------              --------
      2007                      1                   87.53%
      2006                      1                   66.95%

         Geographical Risks

         99.45% of the Company's assets and 71.35% of the Company's operations
         were in the PRC for the year ended December 31, 2007. Accordingly, the
         Company's business, financial condition and results of operations may
         be influenced by the political, economic and legal environment in PRC,
         and by the general state of the economy of PRC. The Company's
         operations in PRC are subject to special considerations and significant
         risks not typically associated with companies in the United States.


                                      F-13
<PAGE>

         These include risks associated with, among others, the political,
         economic and legal environments and foreign currency exchange. The
         Company's results may be adversely affected by, among other things,
         changes in the political, economic and social conditions in PRC, and by
         changes in governmental policies with respect to laws and regulations,
         changes in PRC's biotechnology industry and regulatory rules and
         policies, anti-inflationary measures, currency conversion and
         remittance abroad, and rates and methods of taxation.

18. SEGMENT REPORTING

         The Company has operations in two geographic areas, China and the
         United States. The chief operating decision makers evaluate
         performance, make operating decisions, and allocate resources based on
         consolidated financial data. Gross profit, operating income, income
         from operation, and income taxes are not allocated to specific
         individual departments within the organization. In accordance with SFAS
         No. 131 "Disclosures about Segments of an Enterprise and Related
         Information" The Company is considered a single reportable segment. The
         Company is required disclose certain information about revenue,
         information about geographic areas, information about major customers,
         and information about long-lived assets. In October 2007, the Company
         shut down all of its operations and disposed all its long-lived assets
         in United States. Accordingly, there are no long-lived assets in the
         United States as of December 31, 2007.

Segment  Reports

                                     Year Ended December 31, 2007
                    ----------------------------------------------------------
                    United States             China                 Total
                    --------------        --------------        --------------
Revenue                  $192,131            $  478,485            $  670,616

Long-lived assets        $      0            $6,122,470            $6,122,470



                                     Year Ended December 31, 2006
                    ----------------------------------------------------------
                    United States             China                 Total
                    --------------        --------------        --------------
Revenue                  $271,279            $  271,007            $  542,286

Long-lived assets        $  4,688            $1,020,441            $1,025,129


                                      F-14
<PAGE>

                                   SIGNATURES


Pursuant to the requirements of Section 13 or 15(d) of the Securities and
Exchange Act, the Registrant has duly caused this Report to be signed on its
behalf by the undersigned thereunto duly authorized.

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this Report to be signed on its behalf by the
undersigned, thereunto duly authorized.

Date:  December 22, 2008              By: /s/      YanBiao Bai
                                          --------------------------------------
                                          By:    YanBiao Bai
                                          Title: Chief Executive Officer
                                                 and Director

Pursuant to the requirements of the Securities and Exchange Act of 1934, this
Report has been signed below by the following person on behalf of the Registrant
and in the capacities and on the dates indicated.

NAME AND PRINCIPAL POSITION                 SIGNATURE                  DATE
---------------------------                 ---------                  ----
YanBiao Bai, Chairman, CEO and President    /s/YanBiao Bai     December 22, 2008



Xue Bu, Director, Treasurer & COO           /s/Xue Bu          December 22, 2008